Time Management
by SpiderNerd
Summary: Peter's life as Spider-Man is leading him to neglect his personal obligations. How will this affect his relationships with those he loves? Sequel to "Why?" Set after "The Amazing Spider-Man".
1. Chapter 1

**A/N: Hey, everybody; I'm back for another story. This one acts as a sequel to my previous story, and your reviews on the last story are what motivated me to do another. So, without further adieu, let's move along…**

**Disclaimer: I do not own any of the characters in this story. All rights belong to Sony and Marvel.**

* * *

_On a clear, brisk Saturday night, we find our favorite web-slinger swinging through the streets of New York City._

_Man_, I think to myself, _it sure feels good to get out and get some fresh air. _

I fire web-line after web-line at building after building, swinging through the city aimlessly, looking for a crime to stop. Luckily or unluckily, depending on how you look at it, the city is deafeningly quiet tonight. There isn't even a stray jaywalker around the streets. That leaves me to perch myself on a ledge and just relax.

The past few weeks have been stressful, but not nearly as bad as last month, what with Shocker and the whole deal with the Smythes. Not to mention, I was having personal troubles with Aunt May and realizing my real purpose. Needless to say, that was a timeframe I'd rather not re-live.

The good news is, now that I've sort-of "realized" my purpose, I feel a heck of a lot better. It's like a huge weight has been lifted from my shoulders. This huge question is gone, and I'm free to do what I need to do.

However, there haven't been any big "super-villains" around since Shocker was jailed last month. However, that doesn't mean there hasn't been any "regular" crime going on. Sometimes it'll just be a mugging, and sometimes it'll be a massive gang shoot-out. It all depends on the day. Tonight though, it's strangely quiet.

My school grades are going up; albeit slowly. I've still been missing occasional assignments, and my test grades aren't exactly what they used to be, but I'm working on it. It's kind of hard to focus on schoolwork when I spend most of my spare-time swinging around the city as a costumed vigilante.

Things with Gwen have been a little difficult, though. She's been acting sort of…salty, lately. Maybe it has something to do with the fact that she's scared for me, or maybe it's something she's not mentioning to me. Whatever it is, I can definitely say that it's starting to injure our relationship.

She and I have a date planned for tonight. It's just dinner with her mom, but it's still a date, and those have always been important to her. I have about an hour before the date starts, so that should give me enough time to get there and change into my suit.

Just then, I hear a noise coming from the east; almost like a car coming to a screeching halt. I then hear a crash, presumably a car collision. If this didn't have my attention before, it sure does now.

I fire a web-line at the building opposite me and proceed to swing towards the source of the sounds. I find myself heading to 54th street, where I find an armored car stopped on the side of the road, with several men standing around it. I swing over towards the vehicle and perch myself onto a wall, just far enough away where I'm not likely to be spotted, but where I can still hear what they are saying.

I see a pale guy walk towards the vehicle and begin to shout at the men surrounding it.

"Alright, open her up," he shouts, "We only have a few minutes before the cops show up. Cops or Spider-Man, and we don't want anyone interfering with the Kingpin's plans."

Upon hearing this, the pale man moves out of the way as two of the men manage to rip the back doors of the armored car open, revealing a large rolling cart. They bring it out, but they do not open the lid of it, leaving me oblivious to its contents. Whatever it is, it must be valuable.

At this point, I decide it's best if I make my move, so I fire a web-line at an adjacent building and swing towards the armored car. I fire a few stray web-pellets, hitting a few random men in their heads, causing them to turn around and spot me. I, on the other hand, perch myself onto the roof of the armored car.

"Pardon me, boys," I say, "But I'm pretty sure this stuff doesn't belong to you."

I look over and see the guy that's paler than a ghost walking towards me and begin to speak.

"Well, well, well…the mighty Spider-Man," he says.

"In the flesh, buddy."

"I've wanted to tangle with you since the first time we all heard about you months ago."

"Yeah, I can only assume that's because of my charming good-looks and personality."

"Ha, and you're as much of a joker as they say you are."

"Actually, pal. Based on that complexion, I'd say_ you're_ the Joker."

"Name's Tombstone, pal."

"Well, you must've had some psychic parents then."

He doesn't respond, instead opting to charge towards the truck and punch it. The force of his punch knocks the entire truck onto its side, and sends me falling to the ground. I look around and see that he's proceeding to walk towards me.

"Impressed, web-slinger?"

"Sorry, Tomby," I say, "But I don't like you that way. We can still be friends, though."

"Sorry, web-slinger, but that's not how I work," he says and throws a punch at me. I manage to dodge it and throw a punch back at him. When my fist makes contact with his face, I feel a pain in my hand, but Tombstone seems to be unaffected.

"Owwww…" I yelp, "What are you made of; solid granite?"

"Hahaha…nope, but that doesn't mean I can't beat you."

He then pulls a gun out of his belt and fires at me. Luckily for me, I dodge the bullet and manage to web the gun out of his hand. I proceed to then snap it in two over my knee, but before I can do more, Tombstone plows into me again. We both fall to the ground; Tombstone is on top of me.

I struggle to get free from under him, but it's useless, I can't move. Eventually, I manage to summon all of my strength and push up just enough for me to escape. When I do, I jump up and cling to the wall of a nearby building to get some air.

"What's the matter, Spider-Man? A little winded?"

"Don't kid yourself, rocky. I'm just desperate to breathe something other than your BO."

"Well, that must suck to be you, then. I don't have to breathe."

Just then, he reaches and down at the ground and rips a chunk out of it, chucking it at me afterwards. I manage to snatch it with a few web-lines and throw it back at him, but he punches right through it, deflecting the blast.

I then proceed to fire a few web-pellets at him, but they have absolutely no effect on him. I decide to swing down at him and grab him by the collar. I chuck him a good 25 yards into the wall of a building, which actually does seem to hurt him a bit.

Alright, now I'm making progress.

Just then, I see a truck driving away from the scene. I look around and notice that the three men who initially were there are gone.

_Oh no_, I think to myself, _I was so worried about Tombstone that I let the other thugs get away._

"Ha," Tombstone suddenly shouts, "My plan worked. With you occupied with me, my boys managed to get away. It's over, bug."

"Over, without any high-fives or celebrations? This can't be!"

Just then, I fire a web-line at Tombstone and yank him towards me. I deliver a smashing right to his jaw, which hurts both me and him. However, I have to fight through the pain if I want to beat Tombstone quickly. I can't let the other thugs get away with whatever they've stolen.

I land a few more jabs in on him, but after a while, my fists can't take anymore; his exterior is too thick and hard. If I hit him again, I'll break my hands.

"Had enough, web-singer?"

"Of you, Tomby; I never wanted any," I say and web a piece of debris at him, hitting him in the face.

This angers him and he plows into me once again. I manage to push him off of me and regain my balance.

_I don't have time for this; I have to catch those crooks_.

I fire a web-ball at Tombstone's eyes, effectively blinding him.

"Look, Tomby; I'd love to stick around, but I've got a bunch of crooks to catch."

With that, I swing off after the crooks, but not without dodging more pieces of debris from a blinded Tombstone. I feel bad about not finishing him off so he can be taken away, but right now, I have to stop those crooks. If it was valuable enough to be taken away in an armored car, it must be valuable.

After swinging around for a while, I finally find myself in the middle of 5th Avenue, where I spot the truck that the crooks escaped in. I see the car enter into an alleyway and quickly proceed to follow it. The crooks exit the car and get the rolling cart out of the vehicle's trunk.

A large garage-type door then opens up in one of the walls of the alley and the crooks enter. I manage to slip in at the last second before the door closes, and I find myself inside of a large room with a bunch of doors in it. The door the crooks take, however, is the door to an elevator. I decide it's best if I get out and follow them via the windows outside, since it'll probably be a bad idea for me to take a ride up in the next elevator.

I head back outside and crawl up the wall, looking through all of the windows but not finding anything. Finally, my search brings me to the roof, where I find the men I've been searching for along with a helicopter.

A man steps out of the helicopter and greets the men.

"Excellent work, boys," the man says, "The Kingpin will be pleased."

He then proceeds to take the rolling cart and head back toward the helicopter, but that's just when I decide to make my grand entrance.

"Hold it, buddy," I say while firing a web-line at his back, "We don't want you actually getting away with that stuff."

"It's Spider-Man again," he shouts, "Get him!"

"Huh…really? _Get him_; that's your "A" material; so clever."

I quickly jump into action and fire two web-lines at two of the men. I then yank them towards each other, where they bang their heads together on impact, knocking them both out. I turn around to the other guy who's attempting to enter the helicopter. I proceed to fire a web-line at him as well, and yank him towards me, where I knock him out with a punch to the jaw. Finally, I take the guy attempting to enter the helicopter by the collar and chuck him across the roof. It's not to far, but it's enough to scare him senseless.

With the four men out of commission, I turn around to the rolling cart. Just as I am about to move forward to retrieve it, I hear a voice from behind me.

"Not so fast, webby," he says. I turn around and there's Tombstone again.

"Oh…you again," I quip.

"Yeah, you didn't think I'd be finished that easily did you?"

"Well…I was kind of hoping."

"Well, too bad," he says and all of a sudden pulls out a gun.

He fires a bullet at me, which I dodge thanks to my incredible spider-reflexes. I quickly fire a web-ball at the gun barrel, effectively clogging it up. Tombstone realizes this and tosses the gun aside, all while charging towards me.

I jump out of the way of his charge and fire two web-lines at his back. I proceed to propel myself into him, knocking him to the ground with a groan. However, before I can make another move, he grabs me and throws me off of him.

"Look, I got a boss that wants what's in that rolling cart, and I'm not about to get punished because of you."

"That's on top of just being you; that must be a heck-load of punishment already."

This statement of mine makes him very angry. He rips out a chunk of the roof and chucks it at me. I dodge it by leaning backwards, but am not able to dodge Tombstone running up and punching me in the face. After a few seconds, I regain composure and punch him back, but when I do, it feels like I've broken my hand.

"Owwww…" I yelp in pain. I'm not sure how much more of this I can take.

"Hehehe...get the picture, web-slinger? You can't defeat me."

"Sorry, I suck at Pictionary."

"Well, that's okay. Let me help you," he says while chucking another piece of debris at me.

I web up the piece of debris and knock it back at him, which hits him in the stomach. I take this opportunity to web-up another piece of debris and do the same thing, which has the same effect on him.

At this point, I decide this has to be my new method of fighting. I can't run up and hit him without fracturing my hands, but I can hurl things at him. Maybe if I hurl enough at him, he'll fall.

Wait a minute, _fall_; that's it!

I jump towards the edge of the building, and position myself just right. I have to do this perfectly.

"What do you think you're doing, web?"

"Now, now, I can't spoil the surprise; that wouldn't be any fun."

Tombstone comes charging over towards me, which is exactly what I wanted him to do.

"Prepare for a world of hurt web-slinger."

"Seriously? You've got to get better material."

Right before he hits me, I manage to jump out of the way, which sends him flying off of the edge of the building and into the street below, creating a crater in the road. I look down, and even after a few minutes, he's not moving. He's out-cold.

I did it.

Just then, I hear a police siren coming from the west. Someone must have heard us fighting and called the cops, which is good for me. It means that I can cut out quickly. With Tombstone and his men unconscious, my work is done here. So, I fire a web-line and take off.

I swing around for a little while, and after some time, I eventually find a clock-tower, which indicates 8:38 p.m.

_Oh shit._ I completely forgot about my date with Gwen; it was supposed to start at 7. I was so busy fighting Tombstone that I completely forgot about it. By the time I get there, it'll be 9.

Guess it's better than nothing.

I swing as fast as I possibly can to Gwen's apartment, getting there in record time. I land on the fire-escape next to her bedroom-window, and just as I do, I look in and see Gwen.

She doesn't look happy…

* * *

_Meanwhile, at OsCorp Tower, the police return the rolling cart (saved by your friendly-neighborhood web-slinger) to its owner._

The police roll the cart into the lab of Dr. Miles Warren, the new biochemist of OsCorp. Its contents are known to him and him only. All anyone else knows is that it's a top-secret project he's been working on.

"Here, you go, Dr. Warren," Sgt. DeWolff says while returning the cart to Warren.

"Thank you, Sgt; I was so worried," Warren says trying to sound innocent. You see, Warren's not the best guy, but he doesn't want anyone to know that. The contents of this cart certainly don't help his "good-guy act". That's why he doesn't want anyone learning of them.

"Say, what is the big deal about this cart anyway," the Sgt. asks.

"I'm sorry, Sgt, but I can't release that information until I test my experiment."

"I'm guessing you need this stuff to do so."

"Correct, Sgt."

"Well, just try to keep it secure from now on. Okay Doc?"

"Yes, ma'm. I'm sorry for the trouble."

"No trouble, doctor; It's my job."

"Right, thank you again."

"No problem."

With that, Sgt. DeWolff leaves Dr. Warren to his work, without suspecting his true intentions.

…

* * *

**A/N: Well, that's chapter one for all of you. What did you think of it? Exciting? Boring? Please let me know, and make sure to check back next chapter to find out what happens next.**

**Follow SpiderNerd2013 on Twitter for story updates and general nerd discussions. **


	2. Chapter 2

**Disclaimer: I do not own any of the characters present in this story. All rights belong to Sony and Marvel.**

* * *

"Care to explain why you're two hours late," Gwen asks angrily.

"Listen...I'm sorry," I say slightly impishly.

"Sorry isn't good enough Peter."

"Then what is good enough?"

"Oh, I don't know, maybe you actually showing up for a date; that'd be nice."

"I planned to, honestly."

"Then, why weren't you here?"

"There was…a disturbance."

"Obviously, and it must've been pretty important," Gwen says slightly coldly.

I try to think of something to say at this point, but nothing is coming to my mind. All that I can possibly do right now is tell her the truth and hope that she forgives me. As such, that's what I decide to do.

"Listen...I was trying to stop a robbery, and," Before I can continue, she cuts me off.

"Peter, I thought we had this conversation before; about you putting your personal life first."

"I know, it's just, I lost track of time."

"Oh, so you thought it was a good idea to stop a robbery and because of that you lost track of time?"

"Yeah,"

"Wonderful."

"I'm sorry."

"Once again, that's not good enough."

"Look, I don't think you're being fair about this," I say.

"I'm not being fair? You're the one who didn't show up for one of the most important dates we've ever had, and made me look bad because I'm dating a boy who apparently has the nerve to stand up not only me, but my mother as well."

"Gwen..." I try to say, but she won't have any of it.

"Peter, do you know how much work it took me to even make this date happen? It took a lot. My mom wasn't exactly your biggest fan after the whole dinner fiasco, and she certainly isn't your biggest fan now that you didn't even bother to show up for your only other chance."

"I know...and she has every right to hate me."

"So do I," she says angrily.

"I know, but please don't."

"Why shouldn't I?"

"I love you."

"Do you?"

"Yes, I do."

"Then, why do you always put Spider-Man before me?"

"I don't."

"Oh, so then you weren't out playing hero tonight?"

"Well..."

"Peter, just stop, okay," she says, and I comply.

An awkward silence fills the air between us. I so desperately don't want to fight with the woman I love, but at the same time, I understand where she's coming from. Yet, I was hoping she'd be a bit more understanding given the circumstances of where I was.

"Gwen," I say, "I know you're upset, but please, I want to ask you to at least try to forgive me."

"Peter," she says, "I want to; I really do, but this is the third time this month that you've missed one of our dates."

"I know, and I'm sorry."

"I don't want sorry, Peter," she says sternly.

"Then...what do you want?"

"I want my boyfriend."

This statement slightly confuses me at first, but she then proceeds to explain it, allowing me to understand it to a greater extent.

"I want you to actually be here when I need you. I want you to actually show up when we make plans. Most of all, I just want you."

"I know, and I want you too."

"I love you, Pete. The thing is, though, it almost feels like you love someone else more than me."

"Baby, that's not possible."

"Isn't it?"

"Who could I possibly love more than you?"

"Spider-Man; that's who."

This statement really hits home with me, as I finally understand what she's trying to say. This isn't just about me missing our dates.

"Gwen," I try to say, but she cuts me off once more.

"You spend all of your spare time out playing hero and barely leave any time for the people who really love and care about you."

"I always try to make time for you," I retort.

"You obviously don't try very hard, because if you did, you'd have been here tonight."

"I..."

"You'd be here when I need you, when I want you. I love you, Peter."

"I love you, too."

"Then prove that to me, show me that you love me..." before she can continue, I lean in and kiss her deeply.

She reciprocates the kiss after a second, and before either of us knows it, we're headed towards her bed while fully making out. However, before we can lie down, she breaks the kiss.

"I can't do this," she says. This statement scares me.

"What do you mean?"

"I can't kiss you while I'm still mad at you."

"Oh...I"

"I think you should go, Peter."

"Gwen, please."

"Peter, don't try to say anything. Please, just go."

At this point, I'm honestly hurt. I just hope to myself that she'll be over this whole situation by tomorrow and that we can really get back to normal.

"I'll call you tomorrow," I say.

"Don't bother," she says back.

"What?"

"I'll just see you at school on Monday. I need time to myself."

"Alright," I finally say, "I love you."

"I love you, too."

After we exchange statements of love, I slip my mask back over my face, exit out of the window, and swing off back towards my home, a feeling of intense guilt lodged into my chest, and Gwen's words running through my head. Specifically, the ones about me loving Spider-Man more than her.

Ever since the whole ordeal with Shocker last month, being Spider-Man has been my #1 priority. It's not that I want to do it, but I need to. This city needs me. Without me, villains like the Lizard and the Shocker would still be running amuck in the city. Heck, this whole city would be humanoid lizards galore.

That might sound narcissistic, but it's not. I've been given a great power, and it allows me to do things that no one "average" human can. I have a responsibility to myself and to others to do good things with it. Being Spider-Man is the least I can do with this power.

By now, I've finally reached my home, and when I get back, I see a light on in the living room. That must mean that Aunt May is still awake.

_Crap_, I think to myself, _she must be worried sick. It's 11 p.m._

That also means that I'll have to come in through the front door.

I quickly swing a couple blocks down and find a stray alleyway to change. Once changed, I set back home on-foot, which takes me about 5 minutes to reach. Once home, I open the door quietly and walk inside the house, where Aunt May is waiting for me.

"Hey, dear," she says. She doesn't sound mad, despite my late return.

"Uh…hey," I reply back.

"Did you have a good time?"

"Well, you could say that."

"Good," she says rather neutrally.

Surprisingly, Aunt May does not seem the least bit phased by my late return home. Maybe she's just getting used to it by this point.

"Would you like something to eat?"

"Uh…n, no thanks. I'll just go to bed."

"Gwen tucker you out that much?"

"Yeah," I say, not wanting to tell Aunt May that I'm tired from her and stopping the robbery.

"She's such a sweet girl."

"Yeah, that she is."

After this, we exchange our goodnights and I head on up to my room. I quickly throw my backpack in a corner and plop myself down on my bed, positively exhausted from the events of the day.

As I try to sleep, thoughts of Gwen cloud my mind. I keep flashing back to our earlier argument, hoping that she'll find it in her heart to forgive me. She may not believe me when I say it, but I really do love her. If I were to lose her, I would be devastated. All I can hope is that she finds it in her heart to forgive me.

I was honestly surprised by the extremity of her reaction. I mean, yes, this was an important date for us, as I was finally "re-meeting" her mom, but at the same time, it's not like I didn't have a good reason to miss our date. I was trying to stop a group of thieves, and I was trying to do good. On our past dates that I've missed, Gwen hasn't reacted like this, and the reason's been the same. It's understandable that she was upset; I get that. What I don't get is why she's being so extreme about it.

Before I can figure out an answer, I doze off to a restless sleep.

The following day, Sunday, is a boring one at that. I do not attempt to contact Gwen, as she made it clear that she doesn't want to hear from me. However, that doesn't mean I'm not thinking about her constantly. This angst between us is killing me, and I just want to get it sorted out.

Eventually, I decide to distract myself by going on patrol as Spider-Man, but there's nothing going on. I can't even find a stray jaywalker to stop. It's kind of expected; Sundays are usually quiet. As such, the patrol was hardly a distraction from Gwen, but took up a good portion of the afternoon.

After some time, it is finally Monday morning, a morning which I've been both awaiting and dreading. On one hand, I finally get a chance to talk to Gwen and sort things out, but on the other hand, what if she can't forgive me? Then what do I do?

I roll out of bed and wash up in the bathroom. I head downstairs where Aunt May has my breakfast on the table, which I quickly inhale. I give my Aunt May a quick kiss on the cheek, and we exchange our goodbyes. After this, I walk out of the front door and begin the half-hour walk towards school, headphones in my ears as I walk.

When I reach the school, it is 8:45, so that means I have 15 minutes to spare before my first class starts, AP Literature. So, I walk by my locker and grab my books before class. Upon closing my locker, I turn around and see that Gwen has arrived and is at her own respective locker. I contemplate going up to her, but I decide against it. She probably doesn't want to deal with boyfriend drama at 9 in the morning. So, I simply head off to class.

I walk into class and sit down at my desk, directly behind where Gwen sits. After a few minutes, Gwen walks into class, a tired look on her face. She does not look at me as she sits down, instead opting to simply stare at the ground. I am not sure whether or not I should be hurt by this. However, before I can decide, Miss Ritter walks into the room and begins speaking.

"Alright, class, let's get started," she says, "Your assignment this weekend was to read the first three chapters of _Romeo and Juliet_."

Oh shit, I think to myself. I was so caught up in my drama with Gwen that I completely forgot to read the book. In fact, I didn't do any of my homework this weekend. Suddenly, Miss Ritter begins to speak again.

"I'm going to give you all a test over what you read. It's true and false, so it should be fairly easy if you read the book."

Oh, great.

Miss Ritter passes out the tests and then sits back down at her desk. I look at it for a minute and realize that I don't know any of the answers. So, I decide to just follow a pattern that I made up in my mind. If only this test was multiple choice, then I would just pick "C" for everything.

Before I know it, Gwen stands up and turns her test into Miss Ritter's desk. I look at the clock and see that only 5 minutes have passed. _Wow, that was fast_.

Eventually, other students begin to get up and turn in their tests, leaving me as the only person with a test still out. Not wanting to hold back the rest of the class, I decide to just mark down random answers and turn in the test. After I sit back down, Miss Ritter gets up and begins to speak again.

"So, class, what did you think of the book?"

Many people, including Gwen, raise their hand. Three guesses who she calls on.

"Yes, Gwen."

"I thought it was a magnificent piece of literary work, and it is definitely a most magnificent story. In fact, I read the whole thing already."

"Wow, Gwen," Miss Ritter says, "You certainly are an overachiever."

"Thank you, Miss Ritter."

Afterwards, Miss Ritter asks a few more questions about the reading, and then sets us free to do some silent reading at our seats. At 9:50, the bell finally rings, signaling the end of class.

_Finally_, I think. That class is easily my least favorite of the entire day, seeing as I _hate_ Miss Ritter. Not only that, but maybe now I can get a chance to talk to Gwen; that's the main reason I'm happy.

Gwen walks out of the classroom, and I follow suit. I make sure to stay a few feet behind her so that it doesn't look like I'm following her. Once she reaches her locker, I wait a minute, and then walk up to her.

"Hey," I say.

"Hi," she says in a slightly cold tone.

"How's it going?"

"Ummm…fine, I guess."

"G…good," I say.

I hesitate over what to say next, but I eventually figure it out. As such, I speak once more.

"Look, Gwen, I…"

"Peter," she says cutting me off, "Don't even start."

Following her orders, I go silent while she speaks.

"Look, I'm tired of us fighting like this. I don't want us to have to continue fighting for the rest of who knows how long."

I'm listening to what she's saying and feelings of relief flood through me. It sounds like she is feeling the same way I am.

"But…that doesn't mean I'm not still mad at you." _Or not_.

"What do you mean," I ask.

"Peter, this whole 'missing dates' thing is getting to be too much for me. I've acted like it hasn't hurt me before in the past, but it has. It honestly has, so I need you to promise me something if you want us to make up."

"What?"

"That you'll put your personal commitments before…you know who," she says, not wanting to say Spider-Man's name in public for fear of revealing my identity.

This statement prompts me to think a bit. I mean, I understand what she's saying and where she's coming from, but on the other hand, I'm concerned. I mean, what if something is happening and I'm needed. I decide to voice said concerns to Gwen.

"Gwen, what if someone needs me?"

"Is that a 'no'," she asks.

"No," I say, "It's a question. I mean, what if someone is in real danger?"

"Peter," she says sighing, "I know you think that you need to do this, and I respect that, but you need to learn boundaries."

"What are you trying to say?"

"If it's just a mugging or a robbery, you need to let it go if we have a date."

"That's not right."

"Why not?"

"With great power, comes great responsibility."

"Yes, I agree, but you also have other responsibilities. It's not your obligation to give up your life to help everyone else full-time. That's not fair to you."

"I thought you were okay with the whole thing of me doing…you know what."

"I am, but I am not okay with you constantly missing our dates for it, especially when I put so much work into making some of them happen in the first place."

I take a minute to mull the statement over, but after a while, I finally respond to her request.

"I don't know," I say.

"Peter, please," she pleads.

I mull my options over for a few more minutes and decide that I have no choice but to comply.

"Okay," I say, "I guess I can do that."

Right after I say this, Gwen's face lights up with a smile.

"Great," she says.

"Yeah," I say unenthusiastically.

"Now, I have a question for you?"

"Hmmm?"

"How would you feel about another shot at dinner with my mom?"

"Uhhh…sure."

"Really, because that didn't sound very enthusiastic."

"No, no…it's fine," I say.

Honestly, I was quite taken aback by the question. I wasn't expecting another shot so soon after I'd screwed up the first one. Let's be honest, I barely expected Gwen to forgive me let alone invite for another dinner date.

"Awesome," Gwen says, "I'll talk to my mom and see when she has free."

"Alright," I say.

Just then, she leans in and kisses me, which I quickly reciprocate. However, before we can go much longer, we are snapped out of our trance by the bell ringing.

"Oh, I better get to class," she says.

"Yeah, yeah me too."

"Okay, I'll see you later."

"Later."

I begin to walk away, but before I can get very far, Gwen turns around and says one last thing to me.

"I love you," she says, and my heart melts.

"I love you too."

With that, we both walk off to our next respective classes, both more at peace than we were when we awoke this morning.

* * *

**A/N: How did you like it? An angsty Peter/Gwen chapter for you. Be sure to leave any comments that you may have in the reviews section.**

**Check out my blog for Spider-Man reviews and analyses. Search SpiderNerd2013 Blogspot to find it.**

**Thanks for reading!**


	3. Chapter 3

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**Disclaimer: I do not own any of the characters present in this story. All rights belong to Sony and Marvel.**

* * *

_The following day..._

I'm walking down the hallway, slightly frustrated with myself. I completely forgot that we had an AP Bio test today, so I did not study and probably failed it. The only answers I knew were the ones that Liz Allan gave me right before the test. She's my lab partner, and she's nice, though I think she may have a thing for me. I don't know, nor do I really care.

I walk up to my locker when all of a sudden someone pushes me into it right as I open it. I turn around to face my tormentor, and it's none other Kenny Kong, alias "King Kong". He's the linebacker of the football team, and he's always picking on us "nerds". I think he believes he's better than everyone else. Whatever; screw him.

I pull myself together again and grab my books for my next class, Calculus. Is there anything good about this class? Actually, there is; Gwen is in it. So, I suffer through it willingly, as I know she's right there with me.

Speaking of Gwen, as soon as I turn around, I am met with bright, blue eyes and flowing blonde hair.

"Hey," she greets.

"Hey," I respond.

"Ready for Calc?"

"Uh...yeah."

"Did you actually do the homework this time?"

"Mhmm."

"Great. Now, I have a question for you."

_Oh great; now what?_

"Shoot," I say.

"What are you doing tonight?"

"Uhhh...I was planning on going on patrol, maybe catching some bad guys."

"Well, do you think you could re-schedule that?"

"Why?"

"You know how you agreed to a second shot at dinner with my mom?"

"Yeah."

"Tonight's the only night she has available in the next two weeks."

"Oh."

I know I should be excited about getting a second chance at this date, but to tell you the truth, I'm terrified. I have no idea what Gwen's mom thinks of me, but there's no way it's anything good. After the initial dinner and missing the one a few nights ago, I have definitely earned myself a bad reputation in the Stacy household.

"What," Gwen asks snapping me out my thoughts.

"Nothing."

"Well, you don't sound too excited about this."

"It's not that."

"Then, what's wrong?"

"I'm just a little nervous."

For a second, Gwen doesn't speak, presumably mulling over what to say in her head. Eventually, she finally breaks the silence and speaks once more.

"Listen," she says, "I know things have been rough with you and my family, but this is your chance to fix it."

"That's why I'm nervous."

"Huh?"

"I don't want to mess it up again."

"You won't. I'd bet my GPA on it."

That statement makes us both chuckle and it is successful in lightening the mood. However, it does nothing for my nerves.

"Listen," Gwen says, "Why don't we just go to class and then talk later?"

"Sure," I say.

"Great. I love you."

"I love you too."

"Later"

"Later"

I know I really shouldn't be nervous about a date with Gwen and her mom, as I've faced much worse than that. I'm freaking Spider-Man for gosh's sakes. Heck, that Tombstone dude a few nights ago should make me way more nervous than some silly date. Yet, I actually don't know which one freaks me out more.

Nevertheless, I've already agreed to it, and if I want a chance to get back into Gwen's mom's good graces, then I better not back out. Mrs. Stacy liking me is very important to the future of my relationship with Gwen. I can't afford to mess this up.

By the time that I think this, I've reached my Calculus class, so I walk in and sit down. Eventually the teacher begins to speak, which I attempt to use as a distraction from my social stresses. However, it's to no avail. No matter how hard I try, I can't stop thinking about the upcoming date for tonight.

With the date on my mind, I silently suffer through the rest of the school day, waiting desperately for the end of it. When that moment finally does come, I rush to my locker, grab my stuff, and head off for home. I see a mugging on my way home, but I didn't have to intervene, as the victim was able to defend herself. That's good for me, seeing as I'm really not in the mood to play hero right now, anyway.

I reach my home once more and enter inside, removing my shoes as I do so.

"Hey, honey," Aunt May calls from the kitchen. I've told her a million times to stop calling me baby pet names, but she doesn't listen.

"Hey," I say back as I walk into the kitchen and towards the refrigerator.

"How was school?"

"It was…fine."

"That didn't sound very enthusiastic" she says slightly sarcastically.

"Yeah…"

"Are you okay?"

"M' fine".

"What would you like for dinner, tonight?"

"Oh…uh, yeah…"

"Yeah, what?"

"I won't be here for dinner."

"What do you mean?"

"I have a date with Gwen."

"Oh, that's nice."

"Yeah, it is."

"Well, I hope you have a nice time."

"Thanks," I say.

"Do you need something to wear?"

"Sure."

"Would you like a polo shirt or a button-down?"

"Uh…I'll take a button-down," I say. Gwen's mom will probably appreciate me more if I'm well cleaned-up.

"Alright, I'll iron it right now."

"Thanks," I say while grabbing a juice out of the fridge.

"You're welcome."

With that, I head up to my room to get my homework done before my big date tonight. It's nothing big, but it's pretty decent Calculus. It probably would've helped if I'd payed attention in class today, but I can't change the past. I'll just have to figure out the problems on my own.

By the time I finish my homework, its 4 p.m, which means I have only a few hours left before my date. I need to get into the proper headspace before I go. As such, I decide to do a few things to try to alleviate my nerves. I do a few push-ups on the floor and a few crunches, but neither works. So, I decide to do a few jumping jacks, but that proves to be just as useless. All these things aid in doing is killing time. By now, it's 4:30.

Suddenly, there is a knock at my bedroom door.

"Peter," Aunt May says. She opens the door and we make eye contact.

"Yeah," I say.

"Your shirt is ready for tonight," she says handing it to me on a hanger.

"Oh, thanks."

"No problem, is there anything else you need?"

"No thanks."

"Okay, well I hope you have a nice time tonight."

"Thanks."

After this exchange, Aunt May leaves me alone in my room. I would web-sling there, but I don't want to mess up my look, so I'll simply go the traditional way, and web-sling the way home.

All of a sudden, my phone rings. I look at my caller ID and see that it's Gwen. As such, I quickly answer the phone.

"Hey," I say.

"Hey," she says.

"What's up?"

"My mom wants to make sure that you like prime-rib."

"Oh…yeah, I love it."

"Awesome; that's all I needed," she says quickly.

"Oh, okay."

"Bye."

"Bye."

With that, I hang up the phone. The fact that Mrs. Stacy cares whether or not I like what she's making shows me a good sign. Maybe she doesn't hate me as much I as I think that she does. I don't want to make any preconceived notions though, so I keep an open mind.

I look at my phone and see the time, 5:30. I guess that means it's time for me to get dressed and ready for my date. So, I change out of my school clothes and into my button-down shirt and a pair of nice black pants and black shoes. I go into the bathroom and freshen up and redo my hair. Finally, I brush my teeth and apply my last bit of cologne.

I walk downstairs and see Aunt May sitting on the couch watching TV. I say goodbye to her and I walk out of the door. In other words, I walk out to the point of no return…

* * *

_1 hour later..._

I'm standing in front of the door to the Stacy apartment. I don't know precisely what I'm feeling right now. I feel anxious, but relaxed. Excited, yet terrified. It's definitely a roller-coaster of emotion. I look at the clock on my phone and see that it is 6:59. The date is set to start at 7:00. I don't dare show up before I'm due to be there, so I simply wait out in the hallway until the clock turns to 7.

When the clock finally does turn, I ring the doorbell anxiously. I wait until I hear footsteps on the other side of the door and step back. Eventually, the door opens, and I see Gwen standing there in a beautiful red blouse and a pair of skinny jeans. She has a baby-blue headband in her hair, and her hair is down on her shoulders. In other words, she looks stunning.

"Good evening, Mr. Parker," she says in a jokingly serious voice.

"H…hi."

I can't stop staring at Gwen. I've never seen her more beautiful than she looks right now. Apparently, she's noticed.

"Are you okay?"

"Hmmm," I say snapping out of my trance, "Oh, yeah; yeah."

"Ok, good," she says laughing.

"You wanna come in?"

"Oh, yeah, sure."

"Then come on in," she says motioning me into the apartment.

"Thanks," I say while walking into the apartment.

I look around and Gwen's apartment is nice. I've only really been in Gwen's room before, so this is kind of new to me. However, before I can take in too much of the environment, Gwen's mother walks into the room.

"Hello, Peter," she says walking in.

"Oh, hello," I say nervously. All of a sudden, my nerves shoot up immensely.

"It's nice to see you again," she says while reaching her hand out, obviously desiring a handshake, which I quickly comply to.

"Yeah…y, you as well."

"Well, I hope you like prime rib, because dinner's ready."

"I love it, thank you."

"Excellent. Gwen's siblings are over at their grandmother's tonight, so it'll just be the three of us tonight."

_Crap. Now the pressure's on even more._

"Awesome," I lie.

"Would you like anything special to drink?"

"N, no thank you. I'll just have water."

"Alright, then. Well, should we eat?"

Before I can respond, Gwen does it for me.

"That's a great idea, mom. Let's go, Peter," she says motioning me to walk with her.

As Gwen's mom walks into the dining room, Gwen pulls me back into the foyer.

"Peter…" she says.

"What?"

"It's okay; you don't have to be so nervous."

"I'm not nervous," I say lying.

"Peter, don't lie to me, I can just hear it in your voice. Listen, its okay; my mom seems to like you so far, so just don't worry about it."

"Yeah, yeah right."

"Ok?"

"Ok."

"Awesome, let's go."

We walk into the dining room and see Gwen's mother seated at the head of the table, exactly where Captain Stacy sat the first time I came over for dinner. There are also two chairs on the corresponding sides of the table, opposite each other. These are obviously meant for Gwen and me.

I walk to one side and take my seat, and Gwen does the same opposite me. I look at the plate of food and I will admit that it looks delicious. It is juicy prime rib as well as a side of mashed potatoes and a piece of bread, along with a glass of water.

"Well, everyone, shall we dig in," Mrs. Stacy asks.

"Sure," Gwen says.

For a few minutes, we all eat in a silence, yet it's not an awkward silence, at least not for me. If this silence were to continue throughout the whole dinner, I'd be perfectly fine.

"So, Peter," Gwen's mother suddenly says.

_So close_.

"How are you doing in school?"

"Uh…fine," I say.

"Fine," she repeats, "Can you elaborate on that?"

"Well, I've been having a little trouble in a few classes, but I'm still 7th in the class."

"That's fantastic," she says enthusiastically. Obviously, I must've said something right.

"What classes are you having trouble in? Maybe Gwen could help you."

"Uh…it's no big deal. I still have Bs in them, so I'm fine."

"Alright, if you say so."

Before long, she asks me yet another question.

"How is your Aunt?"

"She's good."

"I heard she was in the hospital not too long ago."

"Oh…yeah, but she's fine now."

"That's good. I'm glad she's okay."

"Thank you, I appreciate that."

"What do you like to do in your spare time?"

This question catches me off-guard, as I didn't really expect this one. The problem is, I don't really do much besides go out and be Spider-Man. I've dedicated all of my spare time to that as of lately. So, it looks like I'll just have to make something up.

"Well, I dedicate most of my spare time to my studies, but I also really love science."

"Really?"

"Uh…yeah, it's kind of fun."

"Well, that sounds nice. Would say you're, as you kids say, a nerd?"

"Ummm…not really, but I do know my way around science."

"That's nice."

"Thanks."

Suddenly, Gwen starts to speak.

"You know, Peter's probably smart enough to get himself an internship at OsCorp like me."

"Oh, really," Gwen's mom says.

"Yeah," Gwen responds.

"Is that true, Peter?"

"Uh…well, I don't know," I say trying to sound modest.

"Ahhh…a modest boy," she says. Obviously, I succeeded.

"Peter's a sweetheart," Gwen says.

"I can tell," Mrs. Stacy says.

"Thank you, that's very nice of you to say," I say.

By this time, I've finished all of my food, as have the two girls. However, that doesn't mean I'm off the hook quite yet.

"So, Peter, do you have a job?"

_Oh shit_, I think to myself. I don't know for sure, but it's probably not going to sound good if I say no. Now what do I do? Lying probably won't get me anywhere, so I guess I'll just have to tell the truth.

"Uh…no, no I don't."

"Well, then how do you and your Aunt support yourselves?"

"My Aunt May works a few nights a week."

"How old is she?"

"She's in her late 50s."

"She'll be retiring soon."

"Yeah."

"Don't you think it's time you got a job?"

Before I can respond, Gwen speaks for me.

"Mom, don't hassle him. Peter does everything he can to help his aunt and more. He's a great nephew. Right, Peter?"

"Yeah," I say.

"Well, I'm glad to hear that, but if you ever want to think of looking for a job, just let me know."

"Thank you, that's a nice thought."

"You're welcome. Now, Gwen, will you please help me carry the dishes to the kitchen?"

"Of course," she says, and with that, we all get up and walk towards the kitchen. After Gwen helps her mother clean up, she and I go into the living room while Mrs. Stacy finishes up.

"Are you okay," Gwen asks me.

"Yeah, I'm fine."

"You did really well, tonight."

"Yeah?"

"Yeah, you did."

"I'll be honest; I was really nervous."

"I could tell," Gwen says laughing.

After this, a comfortable silence falls over us, which I decide to take advantage of. I lean in and kiss her softly, which she quickly reciprocates. Before long, we're lying back on her living room couch making out very intensely. However, the moment is broken by a certain maternal figure entering the room.

"M, mmm," Mrs. Stacy grunts, clearing her throat.

Gwen and I quickly jolt up and look at Mrs. Stacy.

"Well, I'm glad to see that you two are enjoying yourselves, but I think that maybe Peter should be getting home now. It is a school night."

"Oh, yeah, right," Gwen says, "I totally forgot."

"Me too. Well, I better get going."

"That'd probably be wise. It was nice to have you, Peter."

"Thank you for having me. It was nice."

"You're welcome."

"I'll walk you to the door, Peter," Gwen says.

With that, we exit the living room and walk to the front door.

"Thanks for coming over tonight," Gwen says.

"It's no prob," I say, "You got me out of patrol," I joke, and Gwen laughs.

"I love you."

"I love you too."

Before I go, Gwen gives me one final kiss on the lips. With that, I exit through the front door and head off for home.

_Well_, I think to myself, _at least that's over_.

* * *

**A/N: Well, that's that chapter in a nutshell. I hope I didn't bore you too much, but I wanted to write a good date chapter, even it was with Gwen's mom. I'm sorry if you're bored by these last few chapters, but I promise, the next chapter will be full of plot development and advancement. New characters and plotlines are coming your way **

**Follow SpiderNerd2013 for story updates and general nerd discussions.**

**Thanks for reading!**


	4. Chapter 4

**Disclaimer: I do not own any of the characters present in this story. All rights belong to Sony and Marvel.**

* * *

In order to avoid nighttime traffic and sidewalk muggers, I decide to web-sling my way home from Gwen's apartment. So, with my clothes in a web-sack on my back, I swing from building to building across the city, headed for my Forest Hills home.

As I swing, I think back to the earlier events of the evening. I actually managed to make a date with Gwen for once, and you know what; it actually went sort of well. I mean, some of the questions that Mrs. Stacy asked me caught me off-guard a bit, but it was nothing that I couldn't handle. I didn't make myself look or sound like too much of a d-bag, so I think that the date in and of itself was a success. Now, if only all of my dates with Gwen could be like that.

That's the bad part about being Spider-Man. I really do love Gwen, but I have to put Spider-Man before everything else in my life. After all, like Captain Stacy once said, this city needs me. So, I owe it to the people to help them.

"Stop, thief," I hear someone suddenly yell.

_And speaking of the city needing me._

I perch myself on a roof and look down at the street below me, trying to identify the source of the scream. Before long, I see a woman standing and what appears to be a man in a black leather jacket running away from her. No doubt that he's the source of her screams.

"Someone help! That man just mugged me!"

That right there is my call to action. As such, I leap down from the roof and fire a web-line at the building adjacent to me. I swing towards the thief and web his legs together, which succeeds in tripping him up. I land on the ground to face him, and just as I do, he turns himself over to face me.

"Spider-Man," he says, "Butt-out, this is none of your business!"

"Sorry, but I can't do that. I certify in meddling."

All of a sudden, the man pulls out a gun and shoots a bullet at me, which I promptly dodge using my spider reflexes. I web the gun out of his hands and snap it in half. However, by this time, he's managed to free his legs from my webbing and is running to plow into me, which he succeeds in doing, knocking us both to the ground.

"Listen, buddy. I'm not here to cuddle with you. Give the lady her purse back and then we can hug it out."

"No way, Spider-Man! This cash is mine!"

He proceeds to throw a punch at my face, which I promptly block. I decide to do the same to him, and I end up knocking him square in the eye. It knocks him back and off of me, which allows me to regain my footing. As such, I stand up and fire a web at his eyes, effectively blinding him.

"Ahhh…" he screams upon losing his sight.

I take this opportunity to knock him out with a smashing right to the jaw and grab the purse, which he dropped on the ground a few feet away. I run over to the woman he mugged and return the purse to her.

"Oh, thank you Spider-Man," she says gratefully.

"No problem, but just stay away from guys like him. You don't want no scrub!"

"Ha, I will."

With that, I turn around to face the mugger once more, intending to take him to the police. However, when I turn around, I am shocked by what I discover.

He's gone.

I could've sworn that I knocked him out-cold. I guess I was duped, as he clearly was awake enough to get away. I guess this is a win-lose situation; I got the purse back but I lost the guy who stole it.

Oh well, you can't win them all.

So, deciding not to dwell on it, I fire a web-line at an adjacent building and swing off back towards my home. As I swing, I reflect on the previous fight, and try to think of where that crook could've gone. However, I then realize that he's one guy in a city of 8 million. The odds of me finding him are very slim, especially now.

So, I simply reach the alleyway a few blocks away from my home and change back into my regular clothes. I then walk back to my home and enter through the front door to find my Aunt May sitting and watching TV. When she sees me walk in, she greets me.

"Hi, dear," she says.

"Hey," I say.

"Did you have a good time, tonight?"

"Uhhh…yeah."

"That's nice to hear. How's Gwen?"

"She's fine."

"Great."

"Listen, Aunt May, I'd love to talk more but I'm exhausted."

"Of course, goodnight dear."

"G'night."

I give Aunt May a quick kiss on the cheek and then go upstairs to my room, plop down on my bed, and fall into a peaceful slumber.

* * *

_Meanwhile…_

At OsCorp, Dr. Miles Warren is hard at work on his new experiment. He still refuses to tell anyone what it is, however, as he knows how controversial it will be when it comes out. In order to avoid drama, he simply decides to keep it a secret.

He has been hard at work all day, running many trial runs on his computer-simulated test subjects. He has tried every option that he can think of, until he finally zeros in on one in particular. It is the option he has been looking for this entire time.

_Yes_, he thinks to himself, _I've done it_.

Dr. Warren smiles to himself triumphantly. At this point, he is as far as he can get in terms of virtual test subjects; now comes the next step of his experiment;

A human trial.

* * *

_The next day…_

I walk into the school not entirely sure if I'm ready for another day. You see, I'm not the biggest fan of school in general, so it's hard for me to get motivated to deal with it. The only real good part about it is that I get an excuse to see Gwen every day, and it gives me something to do besides play hero.

I walk over to my locker only to find Gwen standing in front of it. I walk up to her and she smiles at me.

"Hey, handsome," she says flirtatiously.

"Hey," I respond back.

"You look tired."

"Ehhh…"

"Huh, very enthusiastic answer."

"Yeah, sorry. I'm just a little out of it."

"Up late again?"

"No, I got more sleep than normal actually."

"Then why are you so tired?"

"Who knows."

"So, you want to know what my mom said about you after you left last night?"

"Sure."

"She approves."

_Thank gosh_, I think to myself. After everything I've done to mess-up, I feel like I should count myself lucky that Gwen's mom doesn't hate me.

"That's great," I say.

"Yeah it is," Gwen says enthusiastically.

After this, a comfortable silence envelops us as I open my locker and grab my books for English. However, before long, Gwen speaks once more.

"What are you doing tomorrow night?"

"Why?"

"Well, I was wondering if maybe you could go to a movie with me."

To be honest, I want to, but I'm hesitant. This'll be the second night this week that I'll have missed out on my patrol, and I really don't want anyone to get hurt. Apparently, I mull it over a minute too long, as Gwen speaks once more.

"Peter?"

"Huh?"

"I asked if you wanted to go to a movie."

"Oh, uh…sure."

"Are you positive? That didn't sound very convincing." I nod my head in response.

"Yeah, yeah I'm sure."

"Great. Why don't we say 8:00?"

"Fine."

"Awesome," she says and kisses me on the cheek. All of a sudden, the bell rings.

"Oh," Gwen says, "We better get to AP Lit."

"Yeah, yeah."

"Come on," she says taking my hand, "Let's go."

We then proceed to walk down the hallway to AP Lit, my least favorite class of the day. While we're on our way, I take a minute to think about what I've just agreed to. I mean, it's not that big of a deal if I miss one more patrol is it?

I mean, think about it. There haven't been any big supervillains ever since the Shocker showed up last month. All I've had to deal with since then have been muggers, the occasional convenience store robbers, and a few carjackers. It's been quiet compared to what I sometimes have to deal with. Really, if you think about it, it's nothing that the police can't handle.

However, as if I'm some sort of psychic, I hear police sirens outside of the window of my English class, and look out to see what the commotion is. I then see a car quickly speeding past the school, which has to be going at least 100 mph, and a police car chasing after it.

For a second I contemplate whether or not I should do something. I mean, there's only one police car chasing after it. Who knows how many crooks could be in that car. What if the cops can't stop them?

As if she can read my thoughts, Gwen suddenly speaks.

"Peter," she whispers, "Don't."

By this point, however, it's too late; I've made up my mind.

"Tell Miss Ritter I'm going to be late," I say and quickly exit the room before Gwen can protest.

I run into the men's bathroom and quickly make sure it's empty, which to my luck, it is. I run into a stall and quickly strip out of my street clothes, revealing my Spider-Man suit. I then proceed to climb through an air-shaft until I've reached an exit point to outside of the school. I drop my clothes behind the dumpster below me and look around.

At this point, I hear the police sirens again and proceed to fire a web-line at a building opposite me, swinging away towards the siren. Eventually, I find the car rushing right into the city, which means that even more innocent people will be in danger than before.

I fire two web-lines at the car and propel myself towards it, eventually landing me on the roof. I hear someone inside yell, but I can't make out what it is. However, before I can do anything further, I feel my spider-sense tingle in the back of my skull, and before I know it, a bullet is fired through the roof, just missing me.

"Party's over, boys," I shout and punch a hole through the roof. When I do, another 2 shots are fired, which I manage to dodge with my reflexes.

"Didn't your mother ever tell you that you'd shoot your eye out with those guns," I quip. At this point, the car pulls over and four crooks get out.

"Alright, boys; who's first?"

"Listen, web-slinger," the one with a green-striped shirt says, "Back-off and maybe we'll let you live."

"Wait a minute; you're threatening me? Boy, is it opposite day?"

This statement makes the man angry and he fires another bullet at me. I dodge and respond by jumping off of the roof and kicking him in the face, knocking him to ground.

"Get 'em, boys!"

At that point, the three other men charge towards me, which I honestly can't take seriously.

"Man, do you boys really think you can beat me?"

I jump out of the way of one of the men's charges and I hit him in the back as he's turned around. I then turn to one of the other men and punch him right in the face, knocking him to the ground, effectively unconscious.

Of course, after last night, I'm not sure what unconscious looks like anymore.

I finally turn around to the last guy and web him in the eyes, blinding him, before proceeding to kick him in the stomach, disorienting him.

Just at that moment, I feel my spider-sense in the back of my skull and turn around to see the other guy throwing a punch at me. I'm not fast enough to dodge it, and he ends up hitting me square in the eye, and pretty hard at that.

"Ha, not so tough are you?"

"Well, I got to save up my strength for _real_ threats, and not waste them on you."

I then proceed to throw a smashing right at the guy's stomach and then hit him square in the jaw. This knocks him to the ground, and I toss him over with the rest of his defeated posy.

Once again, I've won.

Just at that moment, the police arrive, and Lieutenant Williams steps out of the car.

"Nice job, Spider-Man," he says, "Thanks for the help."

"No problem, officer. Just don't forget to lock the cage on these animals next time."

"Ha," Williams laughs, "Will do."

With that, I swing away and back towards the school. When I get there, I grab my clothes from behind the dumpster where I left them and put them back on. I then walk back into the school through the backdoor and walk back to class. On my way there, I see one of the clocks in the hallway and see that it's 9:45, five minutes before the end of 1st period.

I decide that there's no point in even going back to class at all and instead opt to just wait around in front of my locker. Eventually, the bell rings and students file out of the classrooms. After a while, I see Gwen walking down the hallway, and before I can walk up to her, she comes up to me.

Before I get a chance to speak, she abruptly starts.

"Thanks," she says coldly.

"For what," I ask.

"You got us both detention!"

"What do you mean?"

"I told her you would be late, and when you never showed up, she thought that I was making up excuses for you skipping class. So, not only are you getting detention for skipping, but I' m getting detention for supposedly lying."

"Oh...sorry."

"I don't want sorry, Peter. I don't want to have to do that for you."

"I had to stop that car chase."

"Did you?"

"Yeah, yeah I did."

"No, you didn't."

"Well, who else would've?"

"Oh, I don't know; maybe the cops."

"They wouldn't have been enough."

"It was just a simple carjacking wasn't it?" I nod my head in response.

"Then there's no doubt that the police could've handled it."

"And what if they couldn't have?"

"You win some, you lose some, Peter."

"Innocent people don't need to get hurt. It's my job to make sure that they don't."

"No, Peter, that's where you're wrong. I know you feel obligated to do all of this, but it's utterly unnecessary for you to make it your top priority."

"Why?"

"Because you can't do it all."

"I have to do my part."

"Yes, but you also need to balance your own life."

This statement makes me think a bit. I understand what Gwen is saying, but at the same time, I feel like I almost have to give up what I have of a life to be able to do my part in the common good. In other words, I'm confused.

"Peter," Gwen says snapping me out of my trance.

"Hmmm, what?"

"Did you hear me?"

"Yeah, yeah."

"Good. Now, you think about that while I go off to AP Chem."

"Gwen," I say.

"What?"

"I'm really sorry. You know I didn't mean to cause you trouble."

"I know," Gwen says sighing, "It's just, this whole dating a boy with a double-life thing is hard on me. I really think that you need to get your priorities straight."

"I will, I promise."

"Good, now I'll see you later."

"Okay. I love you."

"I love you too."

With that, Gwen walks off, leaving me to ponder with my thoughts. Is she right? Am I too focused on being Spider-Man for my own good? Is it worth it? All of these questions...

Now I'm just more confused than ever.

* * *

_Meanwhile..._

A stray thug on the street, one who escaped Spider-Man's capture less than 24 hours prior, is left to ponder in his own thoughts as well.

_That Spider-Man, always butting into business that's not his_, he thinks to himself. _If not for him, I could be $100 richer right now, and maybe I'd have some extra dough on me to buy what I want. But, no, of course not. It's all because of Spider-Man._

_Well, I'm just going to have to do something about this little problem. I'll just have to find some way to take down Spider-Man once and for all. _

_Yeah, then the crime world will be able to run again, without the interference of that menacing bug. All I have to do is figure out a way to take him down, and then strike._

So, the nameless thug is left on the street to plan his revenge against the one and only wall-crawler.

Revenge that will lead to quite the chain of events...

* * *

**A/N: Dun, dun, dun...that's chpt. 4 for you all. I hope you've all really been enjoying the story so far, and I hope this chapter added some excitement into you about the upcoming chapters. I'm actually really excited about them. **

**Follow SpiderNerd2013 on Twitter for story updates and general nerd discussions. **

**Thanks for reading!**


	5. Chapter 5

**Disclaimer: I do not own any of the characters present in this story. All rights belong to Sony and Marvel.**

* * *

_On the streets of New York City, a stray crook ponders his thoughts._

"All I want is to be rich. All I want is to be somebody," he thinks to himself aloud, which earns him some awkward stares from passers-by.

"If I were to get money, I could buy myself something. I could prove something to everyone that ever laughed at me; that made me feel like I was nothing."

You see, there's more to this common crook than suddenly meets the eye.

"It's only because of Spider-Man that I didn't get that woman's purse. It's only because of Spider-Man that somany things in my life have gone wrong. It's only because of Spider-Man that so many people in this city are broke. If not for him, then the poor, i.e me, would be much richer, much better off."

After he says this, he takes a minute to ponder his thoughts to himself. He thinks about Spider-Man, about how he's a nuisance to the criminal underworld of NYC, and most of all, about how much he hates the masked web-slinger.

"I wish someone would just give him what he deserves; a good punch to the jaw."

Then, he all of a sudden gets an idea in his head.

"That Spider-Man must be destroyed," he thinks aloud, "The only question is; how?"

Just then, he stumbles upon a stack of newspapers. He looks at the logo at the top and sees that they're from the Daily Bugle. Initially, he just shrugs them off, not thinking anything of them. That is, until the front page story catches his eye.

"_OsCorp_ _Scientist Makes Impressive Discovery; Needs Experiment Volunteers_."

This story intrigues him, as he wonders if it is something that could aid him in his quest to destroy his worst enemy. He reads on to see if there is any additional information presented in the story. To his dismay, there isn't.

As such, he decides to make a field trip to OsCorp tower to find out more about this experiment.

* * *

_Meanwhile, in room 204 of Midtown Science High School…_

Detention; otherwise known as boredom in a physical form.

I hate that I got detention for skipping class. It's a perfectly logical reason; I just didn't expect it. I bet that if Miss Ritter had known that I was busy stopping a carjacking as Spider-Man, than she wouldn't have dared to give me one.

Speaking of Miss Ritter, she's my detention monitor for the day. Guess what leads to!

If the guess was boredom, no talking or moving, and a packet of English work to do, than it was right.

There aren't very many of us here in Detention right now. It's just me, Gwen, Randy Robertson, Flash, and Sally Avril. I heard that Rand and Sally are here because of something they did in a bathroom.

I'm pretty sure what they did is obviously implied.

I have no clue why Flash is in here. You see, ever since Uncle Ben was murdered, Flash has been a lot kinder to me than he was in the past. It's both interesting and scary. On one hand, I never know when/if he's going to go back to his old ways of bullying me, but on the other hand, it's nice to have a sort-of friend.

"Mr. Parker," Miss. Ritter says, "is there a problem?"

"What," I ask.

"I asked you if there was a problem."

"Oh…no, I'm fine."

"Then, is there a reason you've been staring out the window for the past 10 minutes?"

"Oh…I," Before I can continue, she cuts me off.

"I don't want to hear excuses Mr. Parker. I want you to continue your work."

At this point, I finally understand what she's saying. I haven't even touched my English packet yet, and I have to finish it by the end of the detention session, or I'll get docked a percentage point from my AP Lit grade.

I flip through the packet to find that it's only 2 pages long, front and back. It's only on _Romeo and Juliet_, which is both good and bad. It's good because it's what we've been talking about in class, but it's bad because I haven't read any of it. What; being a hero takes a lot of time out of one's day.

"Miss. Ritter," I ask.

"Yes, Mr. Parker."

"Are we allowed to use any of our resources on this packet?"

Initially, Miss Ritter does not respond. However, after a second, she finally does.

"Is there any reason for you to need to use extraneous resources?"

"Well…yeah."

"What are they?"

"We have to make sure our answers are correct."

Once again, Miss Ritter takes a second to think before finally responding.

"No, Mr. Parker. You may not use any resources."

Dang it!

"Okay," I simply reply.

With that, I turn back to the packet and scan it over once again, trying to find any questions that I might know the answer of. Unfortunately, none appear. It looks like I'm thoroughly screwed.

I spend the next 30 minutes writing down a bunch of bullshit answers and guesses. I honestly have no idea what I'm even writing, but it's something. It's probably not right, but it's something.

"Alright, guys," Miss Ritter suddenly says, "I'm going to go and make a phone call. I'll be back in 5 minutes. I don't want anyone getting up and moving, and I don't want anyone talking. Please just continue your work."

After that, Miss Ritter gets up from her desk and walks out of the classroom door, leaving only the five of us in the room.

"So, Parker," I suddenly hear someone say. I turn around and see that it was Flash.

"What are you in here for," he asks me.

"Uh…well, I kind of skipped class."

"Nice."

"Yeah."

"It's not nice," Gwen suddenly pipes, "it got me in trouble too."

"Gwen," I try to say, but she cuts me off.

"I don't want to hear it, Peter."

"Boy, Parker," Flash says, "Your gfs really pissed. What, it ruin her perfect record?"

"As a matter of fact it did, Flash," Gwen retorts.

I understand Gwen's frustration, but I also don't. It's not like she's the only one of us here right now. Also, for the record, I ruined my squeaky-clean record as well.

"Gwen, please just calm down," I say.

"Oh, I'm calm," Gwen says sarcastically.

"Gwen…"

"What?"

"Please, I said I'm sorry."

"And?"

"I really didn't mean to get you into trouble."

"Yeah, but you did."

"I don't think you're being straight about this."

"Why, because I don't see it your way?"

"Well…no, not necessarily."

"Then how am I not being fair?"

"You're getting mad at me even though I've apologized."

"Yes, you did, and I appreciate that."

"So, why won't you forgive me?"

"Because…I have my reasons."

"Which are?"

"My business."

"What?"

"I'll tell you about them later, Peter."

"Thank gosh," Randy suddenly says, "I was beginning to wonder if this was detention or a soap opera."

I take Randy's comment with a grain of salt and attempt to return to my work. However, it is to no avail. Every now and then, I glance over at Gwen, but she looks away from me every time.

I understand that she's upset with me, but I don't get why she's freaking out so much about it. I mean, I was skipping class for a good reason. Sometimes this stuff happens. Besides, I wasn't the one who gave her detention; Miss Ritter did that. Plus, I didn't plan on being gone for as long as I was. So, really, the blame shouldn't be placed entirely on me.

I've said it before and I'll say it again, I'm Spider-Man because this city needs me. This city needs me to stop crime and keep it safe. Not to sound cocky, but without me, there would be a lot more crime in this city. That's been proven by the declining crime rates ever since I first became Spider-Man. As soon as I joined the picture, crime went down, and if I were ever to leave, then crime would probably go back up and maybe even higher than it was before.

Plus, if I'm not around, then who will be there to stop massive supervillains like the Lizard or the Shocker? No one else can do what I, and only I, can do. That's why I have to put being Spider-Man as my #1 priority; in order to keep the city safe.

* * *

_Meanwhile, At OsCorp Tower…_

A man walks through the front doors of the building, unsure of precisely where he is going. He proceeds to wander around the lobby a bit until a voice calls for him.

"Excuse me, sir," the voice says. The man turns around to see a woman sitting at a large desk.

"Can I help you," she asks. The man walks over and speaks with her.

"Ummm…I need Dr. Warren. Miles Warren. I need to talk to him about volunteer work."

"Right…"she says hesitantly, "Let me phone up and see if he'll accept a visitor."

The woman phones up to Dr. Warren's office and after a one minute conversation, she gets off the phone and turns back to the man.

"Dr. Warren says he'll see you."

"Great," the man says. He turns around and runs towards the stairs, unable to hear the woman calling back after him.

He runs to the map of the tower in the middle of the lobby and sees that Dr. Warren's office is on the 81st floor. He then proceeds to take the elevator up there and find the office. When he finally does, he sees a man standing in the middle of the room, obviously waiting for him.

"Ah, welcome," Dr. Warren says, "It's great to have you."

The man is astonished by all of the amazing technology that scatters the room. He's never been in a laboratory like this before, and is truly new to the experience.

"Do you like my toys," Dr. Warren says, noticing his amazement.

"Heck, yeah," the man says.

Before the man can admire too much more, Dr. Warren begins to speak.

"So, you are interested in volunteering for my experiment testing."

"Yes, I am."

"Well, I'm happy to hear that. I've made a major breakthrough."

"Yeah…can I ask exactly what this experiment is?"

Just as he says this, a grin appears on Dr. Warren's face.

"Cross-species genetics," Warren says.

"Isn't that the stuff that turned a bunch of people into lizards?"

"Yes, but that was the flawed version."

"The flawed version?"

"Yes, I've perfected the technology."

"What do you mean?"

"I've managed to figure out the missing variable that the fool Connors never could."

"Really?"

"Really."

"So, what's my role in it?"

"You will be the 'lab-rat', so to speak."

"Which means?"

"You will be the person I inject with a formula to see if I've truly done what Connors could not."

This statement shocks the man. He is skeptical as to whether or not he still wants to be part of the experiment. However, he then remembers why he even came to see Dr. Warren in the first place. As such, he decides that he needs to ask one vital question.

"Can I ask a question?"

"Of course."

"On a scale of 1-10, how much power would this give me?"

"Well, that depends on your definition of power."

"Strength, agility, speed, stamina."

"Well, that would depend upon the formula I give you. Why do you ask?"

"There's someone I would love to get back at for something they did."

"Oh, I see. This is about revenge."

"You could say that."

"Can I ask who the person is?"

"Spider-Man."

The moment the man says his name, Warren immediately begins to think. Warren's one of the people who believes the horrible things people say about Spider-Man. How he's a menace, a masked villain. This only leads to Warren's reaction.

"He's a menace," Warren says.

"You got that right."

"Well, I think I can help you."

"You sure?"

"Positive."

"Then, I'm on board. Have at me, doc."

This statement excites Dr. Warren. He didn't think that he'd be able to get a volunteer this easily, so now that he has, he is instantly ecstatic.

"Excellent. I'll just need you to fill out some paperwork in compliance with your consent."

"Sure thing."

"Oh, I'll also need your name."

"Gargan, Mac Gargan."

* * *

_Back at Detention…_

"Alright, children," Miss Ritter suddenly says, "Detention is over. Hand in your papers at the front and you're free to go."

I comply with Miss Ritter's order and turn in my packet to her desk, then proceed to walk out of the classroom and into the hallway. I'm the last one out, so when I walk out of the room, I see Gwen waiting outside for me.

"Peter, come here," she says.

I comply and walk over to where she is standing.

"Yeah, what's up," I ask.

"Will you walk with me?"

"Yeah, sure," I say.

I'm not entirely sure what Gwen's up to, but I have a feeling that we're about to have a serious talk.

We walk out of the front doors of the school and proceed east down the sidewalk. For a while, we are both completely silent. However, after a while, Gwen finally speaks up.

"So, Peter, I think we really need to talk," she says.

Oh, boy, I think to myself, here we go.

"I'm sorry I got so mad at you earlier. I was just upset and frustrated and I took it out on you, so I'm sorry for that."

"It's okay."

"However, the reason I'm mad at you isn't because of the fact that you got me detention."

This statement causes me to become slightly frightened. I know she's mad at me because I didn't listen to her about not going after the carjacker. Is that the other reason?

"Is it because I ignored you earlier?"

"No, no, it's something else."

I'm out of ideas as to what it could be, so I have no idea what to expect.

"I've said it before, and I'll say it again. I feel like you love being Spider-Man more than you love me."

_Oh, this again_.

"Gwen, that's not true."

"Isn't it though?"

"It isn't."

"Then how come you're always ignoring me to go off and play hero?"

"This city needs me."

"I get that, Peter, but what I don't get is why you put being Spider-Man before everything else in your life."

"I need to."

"No, you don't!"

"With great power…" Before I can finish, Gwen cuts me off.

"Comes great responsibility, blah blah blah, I get it. It doesn't mean that you give up your entire life though."

"It means that I owe it to the world to give back."

"Yes, I agree. I know it may not seem like it, but I support you being Spider-Man. It's just, I honestly think you're becoming obsessed with it."

This statement really hits home with me. I honestly didn't expect a statement like that out of Gwen. I mean, I do spend a lot of time as Spidey, but it's not an obsession; it's a job.

"Gwen…"

"Peter, listen to me," she says forcefully, and I comply.

"I've been pretending to not hate the fact that you spend more time as Spider-Man than with me. I've pretended like it doesn't hurt me when you skip our dates to go and play hero. The truth is, Peter, it does."

"I…"

"Let me finish, please."

I instantly go quiet and Gwen continues to speak again.

"I understand that you think you need to stop all of the crime in the city, but Peter, you're just one person. You can't be doing all of this like you've been doing."

"But, it's my job."

"No, it isn't, and that's what you're not getting. It's not your job to give up your life in order to save everyone else's. Your life is just as important as ours."

I take a minute to mull over what Gwen has said in my head. I understand where she's coming from, but the problem I'm facing internally is whether or not she's truly right. I think that she is and she isn't. I'm honestly conflicted.

This is one of those moments where I really wish Uncle Ben was still alive. He always had the answer for everything in life.

"Peter?"

"What," I ask. Apparently I've been thinking for longer than I thought.

"Did you hear me?"

"Yeah, yeah."

"Do you understand what I'm saying?"

"Um…I…I don't know."

I finally look at Gwen and she seems almost surprised. For a few seconds, she does not speak, but after a while, she finally does.

"Huh…look," she says, "It's just like I said before, you don't need to make being Spider-Man your top priority. It's not healthy."

"Well…"

"Just think about it, Peter. Please."

"Okay, I will."

"Good. I'll call you later tonight."

"Okay."

With that, Gwen leans in and kisses me softly on the lips, which I then reciprocate. However, after a few seconds, she pulls away.

"I love you," she says

"I love you too."

"I'll talk to you later."

"Kay."

And then, Gwen walks down the street and hails a cab, which no doubt is taking her back to her apartment. I, on the other hand, put my earphones into my ears and proceed to walk down the street towards my house.

I have a lot of thinking to do tonight…

* * *

_Meanwhile, in Dr. Warren's lab…_

Dr. Warren is preparing to inject Mr. Gargan with his first formula solution. He has chosen the DNA of a scorpion, as scorpions are naturally predators of spiders. After a second, he inserts the needle into Gargan's arm, and pulls it out after the solution is fully inserted into the subject.

"There," Warren says, "It's done."

"So, now I'm going to be powerful," Gargan asks.

"We shall see. We have to make sure that the formula works first. The effects may not be visible right away, so as such, we must wait for a time."

So, the two men wait around for about 2 hours, simply chatting about different things, including their mutual hatred of Spider-Man. After a while, they decide to test out Gargan's reactions to the serum.

"Do you feel any different," Warren asks.

"A little, but not too much."

"I want you to try to climb that wall."

"What? Are you serious?"

"What?"

"Since when do Scorpions crawl on walls?"

"Since, forever."

"Oh, I didn't know that."

"Yeah, whatever, just do it."

So, Gargan moves to the wall and touches it. He then attempts to climb it, and to his surprise, he is successful.

"Amazing," Warren says while watching Gargan crawl around.

Gargan jumps down off of the wall and turns back to Warren, who proceeds to speak again.

"This is a good sign, Mr. Gargan. A very good sign."

…

* * *

**A/N: Okay, so that's Chpt. 5 for all of you. A lot more Peter/Gwen drama, which will reach a climax in the coming chapters. Plus, you finally know who the villain is. I hope you're all happy with the choice, as well as this chapter overall.**

**Follow SpiderNerd2013 on Twitter for story updates and general nerd discussions.**

**Please remember to review. Thanks for reading!**


	6. Chapter 6

**Disclaimer: I do not own any of the characters present in this story. All rights belong to Marvel, yo :)**

* * *

Mac Gargan and Miles Warren have been hard at work testing out Gargan's new abilities and reaction to the injection of the Scorpion serum. Currently, they are testing his reflexes by having him dodge bullets.

"Alright, Gargan," Dr. Warren says, "Get ready. I'm going to fire 10 bullets and you need to dodge all of them."

"Got it, Doc," Gargan says.

In case something goes wrong, Gargan is wearing a bullet-proof vest in order to protect him from any possible harm. However, they are hoping that he will not need it.

Dr. Warren fires the first bullet and Gargan dodges it seemingly without thinking. Warren fires again, and Gargan reacts in the same way. The process is the same with the remaining eight bullets. Gargan is not hit by any of the bullets; the test is a success.

"Great job, Mac," Dr. Warren says, "Your newfound abilities are proving to be magnificent, if your performance in these tests is anything to go by."

"Thanks, doc. Now, when do I get to go after Spider-Man?"

"Easy, my friend. I can't send you out anywhere without one final test."

"Are you serious?"

"Yes, I have to be sure you can manage the suit."

"The suit?"

"The battle suit that I've built."

"Are you serious?"

"Yes, I am."

"Can I see it?"

"Of course, I'll go and retrieve it."

While Dr. Warren goes and retrieves the battle suit, Mac Gargan is left to ponder his thoughts. He is amazed by his newfound powers, but the main thing on his mind is his recently acquired goal; destroy Spider-Man. After everything the web-head's done to him, the incident a few nights ago, plus…the incident that shall not be named.

However, before Gargan can ponder his thoughts further, Dr. Warren returns with a very interesting looking suit. It is green all over, with different shades of said color making up horizontal stripes over the costume. It also appears to have a long tail coming off of the back of it, and the tail has what appears to be a spike on the top of it.

Dr. Warren notices Gargan analyzing the suit and decides to comment.

"Do you like it," he asks.

"It's, uh…interesting."

"Is that a good or bad thing?"

"I don't really know yet."

"Well, hopefully you'll believe it to be good after you try it on."

Speaking of trying it on, that is what Gargan proceeds to do. He slips into the suit one leg at a time, and pulls it up over his torso and covers his arms. He then is handed the mask and slips it over his head. After he gets himself situated, Dr. Warren asks him a question.

"How does it feel?"

"It's…kinda skintight."

"That's intentional."

"Well, it certainly isn't comfortable."

"I apologize my friend, but you'll just have to live with that."

"Great. So, what's the point of this thing again?"

"To mask your identity and to allow you to become a completely different person."

"What do you mean by that?"

"When you're in the suit, you're no longer Mac Gargan. You're…_the Scorpion_."

"The Scorpion? Eh, it's fitting."

All of a sudden, Gargan feels a strong sting in his back. Unsure of what it is, he asks the doctor.

"What the heck was that?"

"Oh, yes. That was the tail sensor being inserted into you."

"Tail sensor."

"Yes, my friend. In order for you to successfully control the tail, a sensor must be inserted through your back and connected to your spine, thus connecting to your nerves. This way, signals in your brain can be sent through to the tail and allow you to control it via thought."

Gargan does not know how to react to this statement made by Dr. Warren. As such, he opts for a simple one.

"Cool…I guess."

"Oh, it is very cool Scorpion. Try to move it."

Gargan does what Warren orders and attempts to control his tail. He thinks about the tail moving, and to his surprise, the tail begins to nudge. However, the tail does not move fully. Dr. Warren notices this and offers some encouragement.

"Come on, Scorpion. You can do it. Move your tail!"

Gargan tries again and is successful in raising the tail up to his head.

"Excellent," Dr. Warren says, "Now, move it in a 360 degrees circle."

Gargan does as Warren says and moves the tail in a perfect circle, impressing both himself and the doctor.

"Amazing, Gargan. You are truly amazing."

"You bet it doc," Gargan says.

"Now, there is one final feature to the suit."

"What is it?"

"Lift your tail up again."

Gargan does as he is commanded to and raises his tail.

"You can fire a strong blast of acid out of it just as you can control it."

"I can?"

"Yes, just concentrate."

Gargan does as said and fires a blast of acid out of the hole in his tail, melting a portion of the wall of Dr. Warren's lab.

"Wow, that's so cool," Gargan says, clearly impressed.

"It is," Warren says, "With a little more practice, you'll be able to defeat Spider-Man."

Gargan is taken aback by this statement. He doesn't believe he needs any more practice. He believes that he's ready to face Spider-Man now.

"Are you kidding me?"

"No, I mean it."

"I don't need any more practice."

"Mac, you just got the suit. You have yet to master it."

"What do you mean? I can move in it, I can work the tail. What else do I need?"

"Well, a little patience to start with."

Gargan has lost his patience with Warren at this point. He has decided he doesn't need any further orders from him.

"You know what, Warren?"

"What, Scorpion?"

"I'm done here. I'm going after Spider-Man."

"Scorpion," Warren says, but before he can continue, Gargan is already on his way out of the door.

"Mac, wait!"

"Forget it, doc. I'll be back to return the suit after Spider-Man is dead."

With that, Scorpion walks out Dr. Warren's lab and down through OsCorp tower, earning some interesting looks from the other employees of the tower. Upon reaching the lobby, he walks out onto the street. He has one goal now…

Find and destroy Spider-Man.

* * *

_Meanwhile…_

It's a beautiful day. The sun is shining, the birds are chirping, and the wind is calm. There isn't a cloud in the sky, and the UV index isn't too high. It seems to me like at least the weather is finally deciding to go my way.

I swing through the city from building to building, just enjoying the fresh air and open space of the city. I'm out here attempting to clear my head of everything that's been going on, but alas, it's to no avail. Ever since my little "argument" with Gwen after detention a couple of days ago, things have been a little tense between us. We still have conflicting opinions on the whole Spidey ordeal, and I still don't know who's right.

I mean, I don't think I'm spending too much time as Spider-Man, but she sure thinks I am. I am only doing what's necessary to help the people of the city, and I'm not about to sit idly by and watch people get hurt or have to suffer. That's not what I was taught to do, and it's not who I am. Therefore, I'm not going to do it.

However, this whole Spider-Man ordeal is really threatening my relationship with Gwen. I was so sure that she was completely supportive after the whole incident with the Lizard, not to mention the whole Shocker ordeal last month. I just don't get it. Has she changed her mind that quickly, or was she only pretending to be supportive in order to not upset me? I just don't know anymore.

I mean, I love Gwen with all of my heart; I really do. She's my perfect girl, and I would be totally lost without her by my side. I've liked her for years and loved her for months. Now that I have her as my girlfriend, I never want us to be separated, but I'm almost afraid that's what's going to happen eventually if we don't figure this whole situation out. That would easily be the worst thing to happen.

I continue to swing through the city with these thoughts still racing through the city. However, before I can mull things over further, I smell an odor that is slightly strange. It smells like something is burning.

At that moment, I hear sirens blaring and know immediately what is wrong. Something must be on fire.

However, before I can make my move, my cell phone rings from inside my bag. I quickly perch myself on a rooftop and reach in to grab it. When I do, I see that it's Gwen. I answer it quickly.

"Hey," I say.

"Hey, I have a question to ask you."

"Look, can it wait like maybe an hour? There's something on fire and I have to help."

"Um, sure, I guess."

"Great, bye."

Before Gwen can say another word, I hang up the phone and put it back into my bag. I then proceed to fire a web-line at the building opposite me and swing down from the rooftop I've been sitting on. I swing down a couple of blocks towards the source of the sirens until I eventually catch up with them. I then proceed to follow them to their destination, and when we arrive, my suspicions are proven correct; a building is indeed on fire.

I perch myself on the wall of a nearby building to scope out and examine the scene. The fire doesn't appear to have spread to the entire building yet, but the building's inhabitants are all out in the middle of the street safely. At least as far as I know. I won't know for certain until I go in and investigate. As such, I swing down towards the crowd and ask a nearby man that very question.

"Is anybody in that building," I ask.

The man turns to me and looks surprised.

"Oh my gosh," he says," You're Spider-Man. You're really Spider-Man!"

"Yeah, pal," I respond, "I am. Now, is anybody in that building?"

"Yeah, there's a kid on the third floor trapped in a closet."

"Alright, thanks."

With that I fire two web-lines at the building and propel myself in through a window. I made sure to fire at the third floor in order to save time, so I'm already on the right level of the building. I look around and don't see any doors open. Everyone must have closed them on their way out.

Just then, I hear a scream out of my right ear. It sounds like the scream of a child, which can only mean that it's probably the child I'm looking for. As such, I run towards the source of it, which leads me into one of the burning apartments. I look around and am unable to find any such closet that the man mentioned outside.

However, right at that moment, the scream comes again, and it comes from the room to my left. Naturally, I head towards said room and kick the door down, revealing what appears to be the child's burning bedroom. I look around and find the closet on the east wall of the room. Luckily, the doors are not burning, which means it will be safe to open with my hands. I do so, and when I do, I see a small child, who can be no older than five years old, sitting there weeping.

"It's okay," I say, "I'm going to get you out of here."

The kid looks at me and is scared. I'm not exactly sure if it's me specifically or the situation in general that's scaring him, but I don't have time to wonder right now. My main focus needs to be on getting him to safety.

I reach out and pick up the kid in my arms. He hesitates initially, but eventually he gives in.

"Hold your breath," I say to him, "We don't want you breathing in any more of this smoke."

He appears to oblige to my orders as his cheeks puff out. I run us out of the apartment and into the hallway where the window I came in from is. I quickly jump out, child in arm, and fire a web-line at the building, which I use to lower both myself and the child down to the ground safely. Upon reaching the ground, I set the child down and he walks off towards a woman, who I can only assume to be his mother and hugs her tightly.

"Mommy," I hear him say," I was so scared."

"It's okay, honey," the woman says, "You're safe."

Just as I am about to walk over to the firemen, I hear the woman call my name.

"Spider-Man," she calls, "Wait!"

I turn around and see that she and her son are walking over towards me.

"Thank you so much for rescuing my son. We owe you so much."

"No, you don't," I say, "I'm happy to help."

"Can we buy you a cup of coffee?"

"Thanks but no thanks. I don't want to risk staining my threads."

With that, I walk away from the two of them and over to the firemen, who have successfully put out the fire in the building.

"Thanks for the help, Spider-Man," The fire chief says.

"No problem," I say, "How much will the damage cost?"

"It's not certain yet, but it'll probably be a lot."

"That sucks."

"Yeah, it does."

"Well, glad I could help. See you around."

"Thanks again, Spidey."

With that, I fire a web-line at a nearby building and swing away. I swing for a couple of blocks before deciding to perch myself on a ledge and rest. It's probably obvious, but being Spider-Man can be tiring sometimes. Plus, all the smoke in the building has weakened me a bit, so it's probably best if I take a little breather and replenish my oxygen supply.

While resting, I take time to think about what I was mulling over earlier; my situation with Gwen. I feel like what I just did helps prove my point that I do good by being Spider-Man, and that I'm not doing it too much. Without my help, that child could've died in that fire. I mean, the firemen maybe could've gotten to him, but what if they'd been too late. Then, that child would've lost his life and that mother would've lost her child. Think about all of the grief, pain, and suffering that would bring to that family.

Plus, think about all of the good that I do in other ways, like stopping muggings and carjackings. Plus, I stop supervillains like the Lizard and the Shocker. Without me, this city would be more of an absolute mess than it already is.

Right then, I remember that I need to call Gwen back after I abruptly hung up on her a while ago. So, I whip out my phone from my bag and dial her number in quickly. After three rings, she picks it up.

"Hey," she says.

"Hey," I say back, "How's it going?"

"Good."

"So, what is it that you wanted to ask me?"

"Um, I was wondering if maybe you would want to catch a movie with me this Friday."

I honestly wasn't expecting this question, what with the state of our relationship right now; I didn't think we'd be going on any dates any time soon.

"Uh…sure," I respond.

"That sounded really enthusiastic," Gwen replies sarcastically.

"Sorry," I say, "I just wasn't expecting that."

"Why not?"

"Well, we've been kind of fighting lately. I thought you were still mad at me."

"Peter, look…I want to go on this date because I want us to have some good time together and patch things up. I don't want this tension between us to continue."

"Yeah, yeah me neither."

"So, we'll go see a movie and we'll talk. Have you been thinking about what I said the other day?"

_Trust me_; I think to myself, _it's all I can think about_.

"Mhmm," I say.

"Good," she says.

After this, we're both silent for a few seconds before I finally speak up.

"So, I guess I'll see you at school tomorrow."

"Yeah, you will."

"Great."

"Great."

"So, see you then."

"Yeah."

"I love you."

"I love you too."

"Bye."

That being said, I hang up the phone and slide it back into my bag.

"Awwww…" I hear someone behind me say suddenly, "Looks like Spider-Man has a girlfriend."

I turn around and see a man in a green suit standing behind me, with what appears to be a tail on the end. I have no idea how in the heck he got up here, but I'm surely about to find out.

"Who the heck are you," I ask.

"Your end, web-slinger," he says.

All of a sudden, he fires a blast of something at me out his tail, which I just barely manage to dodge using my reflexes. However, before I can react further, I see him running towards me and he plows into me, knocking us both off of the roof and into the ground. For a minute, I'm stunned, as is he, but after a few more seconds, I am finally able to regain my footing and get up. However, he is as well.

"Look, I don't know who you are, but..." Before I can continue, he cuts me off.

"The name's Scorpion, web-slinger. I'm soon to be known as the man who destroyed you!"

"Either that or the guy arrested by the fashion police for the worst outfit ever. That suit is hideous!"

"Ahhhh, ever the joker. Well, let's see how much you're joking when you're being burned alive."

Just then, he fires another blast of stuff at me. It all becomes clear to me right at this moment; this guy's definitely not playing around.

Looks like I've got my hands full.

…

* * *

**A/N: After all of these chapters of build-up, the battle you've all been waiting for is finally here. Next chapter: Spider-Man vs. Scorpion.**

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**Btw, please remember to review. All feedback, positive or negative, is welcome.**

**Thanks for reading!**


	7. Chapter 7

**Disclaimer: I do not own any of the characters in this story. All rights belong to Sony and Marvel.**

* * *

_I definitely have my hands full…_

That statement couldn't be more true. Right as I think this, the Scorpion is firing a blast of stuff at me. I'm not quite sure what it is, but I doubt it's something I want to get into contact with. So, I quickly dodge it using my spider-reflexes.

"Stand still, will ya," Scorpion shouts upon seeing me dodge his blast.

"Sorry, I have a tendency to get a little excited when things are shot at me," I quip.

"Well, soon you're going to have a tendency to _die_!"

Just then, Scorpion picks up a car that is parked on the side of the street and chucks it at me.

_Whoa_, I think to myself, _how does he have that much strength_?

I jump towards the car and grab it in my arms, bringing it down to the ground with me, which is in the middle of the road. As such, I quickly push the car back to an empty spot on the side of the road. However, this distracts me long enough for Scorpion to fire another blast of stuff, which mostly misses me, but some it grades my shoulder.

The moment the stuff hits my shoulder, I know exactly what it is; acid. How do I know that? Well, maybe it's the burning sensation that I'm feeling right now on my shoulder. I don't know for sure, but I have an inkling.

Sarcasm, obviously.

"Yeeeeooowww," I yelp in pain.

"Awwww, did I hurt you Spider-Man?"

"Hurt me," I quip, "No, this feels great."

"Well, then allow me to make it feel a little worse for you!"

"Could you have any lower quality quips?"

Scorpion runs toward me, no doubt trying to plow into me again. However, I manage to dodge him, albeit barely. My shoulder is still in so much pain that I can barely move.

"Listen, Scorpy," I quip, "I've tried to be nice, but spiders are natural dicks when they're mad. That's what you've made me."

"Ewwww, I'm so scared."

"Seriously, get better material," I quip.

Just then, I web up a piece of stray debris from the rooftop that we fell off of and throw it at him. Unfortunately for me, he manages to grab it before it can hit him and crush it into tiny pieces.

_Oh great_, I think to myself. _Plan B_.

I fire a web-line at a nearby building and swing myself up towards the sky. I position myself right in-between the Scorpion and the sun, hoping to block his view of me by causing the sun to glare off of me. Once I've done this, I manage to fire a web-ball at the Scorpion's eyes, effectively blinding him.

"Ahhhh," he yells while blinded.

"Don't worry, bro, now you don't have to worry about being blinded by my awesomeness."

However, just as quickly as I say this, Scorpion rips the webbing from his eyes. Looks like maybe my webbing isn't as strong as I believe it to be. Either that or this guy is easily one of the strongest guys I've ever faced.

"Sorry, pest, but it'll take a lot more than that to stop me from destroying you."

"You know, _pest_ is such a nasty word. How about _bug_?"

"How about kill…" Just as he says that, he fires another blast of acid at me.

I jump out of the way and cling to a nearby wall and begin to scale it. At least I should hopefully be safer the higher up I go.

Those dreams are quickly shattered.

"Can't escape me up there, web-slinger," Scorpion shouts.

Just after he shouts this, he clings to the bottom of the wall and begins to scale it, coming after me. _Crap_.

I proceed to fire web-pellets down at him, but he manages to deflect all of them with his tail as he continues to scale the wall after me. As such, I continue to scale the wall as wall. Eventually, I reach the roof and fire a web-line at another, taller nearby building, intending to web-sling away in order to formulate a plan.

The Scorpion isn't so okay with that idea.

He fires a blast of acid at the web-line, melting it down and preventing me from swinging away. As such, I turn around to face my opponent once again, obviously having no other choice.

"You just can't get enough of me, can you," I quip.

"Oh, I've already had enough of you. That's why I want you gone."

"Look, I'm sorry you hate me so much, but didn't your mommy ever teach you the golden rule?"

"Don't you dare bring my mother into this," he says.

Just as he says this, he charges towards me again. I fire an intricate web at him, trying to stop him from coming any further towards me. Unfortunately, he manages to rip his way through it before long.

I've got to find a way to make that stuff stronger.

He charges towards me and plows into me yet again, knocking us both to the ground. I manage to knock him off of me, but not long after I do, he fires another blast of acid at me, which half misses me, half hits my right arm, giving me an excruciating pain in my arm and rendering it useless.

"Feeling the burn, Spider-Man?"

"Of your voice? You bet!"

"Errrr…" Scorpion growls and fires at me again. I'm too weak to jump out of the way at this point, so I simply fall to the ground of the roof in order to dodge the blast.

"Uhhh…" I yelp as I hit the roof.

"Haha," the Scorpion laughs, "You're finished, web-slinger!"

After he says this, the Scorpion walks closer to me and aims his tail right at my face. He obviously intends to use his acid blasts to melt my face off. With my right arm and shoulder both numb with burns and pain, I'm pretty much defenseless.

Key words: _pretty much_. Luckily, I still have one working arm left. My left arm still works and is equipped with a web-shooter. A web-shooter that I can use to protect myself.

As such, I fire a web-ball at the Scorpions tail, effectively clogging up the hole in which he fires his acid blasts out of.

"What…what is this," Scorpion says when he realizes what I've done.

"Wow, you're really not that bright are you?"

At this moment, I manage to get to my feet and use my left arm to deliver a punch to the Scorpion's face. However, it's quite a weak one, as I don't have much strength left in me. However, it's enough to momentarily disorient Scorpion. I take the opportunity to jump off of the roof and fire a web-line at the building to lower myself down slowly. I then run into a stray alleyway across the street and hide.

Eventually, Scorpion manages to regain his senses and search for me. However, the alleyway I'm hiding in is well hidden and not well-lit. As such, I manage to stay successfully hidden while the Scorpion passes me up.

"Where are you Spider-Man," I hear him shout. Naturally, I do not reply, as to not give away my location.

"Fine," I hear him shout, "I'll be back later! Have your tombstone prepared!"

With that, I hear the Scorpion run off and away from the location. The sounds of his running footsteps are music to my ears, because I'm finally safe from that maniac. I don't know how much more I could've taken from that guy.

Once I'm sure the Scorpion's gone, I climb up to the roof where I left my backpack, albeit, painfully. I pull out my cell phone from my pack and use my good hand to dial Gwen's number into the phone. By this point, my vision is starting to go black, which means I only have a few seconds before I pass out.

After 4 rings, Gwen picks up her phone.

"Peter," she shouts into the phone, "Oh my gosh, are you okay? I saw on the news that you were being attacked by someone in…" Before she can finish her sentence, I fall to the ground with a thud. I hear one final word over the line from Gwen.

"Peter?"

* * *

The next thing I know, I'm lying on a bed, mask and shirt off, with my arm in a bandage. Initially, I am unaware of my location, but upon further analysis of the space, I realize that I'm in Gwen's room.

I look around and see that Gwen is not in the room and that the door is open. That must mean that we're home alone, as she wouldn't do that if her mom or siblings were home.

I attempt to move my body from the bed, but the moment I do, I feel a sharp pain all throughout. The Scorpion must've given me more of a beating than I first thought. I wince in pain as I lye back down on the bed. At that exact moment, Gwen returns to the room, two glasses of what appears to be orange juice in hand.

"Hey," she says sweetly upon entering the room and seeing I'm awake.

"Hey," I say.

"How are you feeling?"

"Uh…I don't know. In pain, I guess."

"I figured."

"How did I get here?"

"After you passed out and I couldn't speak with you, I used the app that finds your phone and used it to track you down. I covered you in a robe, then called a cab and had him bring us back here. That's when I really looked over your injuries and wrapped up your arm."

"Oh…"

"Yeah, you were asleep for about two hours."

"Huh…so, what did I miss?"

"Not much, I've just been here with you for the past couple of hours. We can check the news if you want."

"No thanks, they'll probably be slamming me for losing to Scorpion."

"Don't say that."

"Well, if the past is anything to go on. Remember last month after the hospital fight with Shocker? That one guy tore me apart!"

"Not all news reporters are like that, Peter."

"Whatever."

Suddenly, Gwen leans down and kisses me on the lips. It certainly doesn't take me long to reciprocate the kiss, what the softness and sweetness of her amazing lips. Eventually, I wrap my arms around her head, but when I do, I start to feel intense pain in my injured arm once more.

"Ahhh…" I wince in pain.

Gwen quickly backs away from my face and grabs a pillow. She then proceeds to set my arm on it and then lay back down next to me.

"There," she says, "Now just don't move that arm and it shouldn't hurt."

"It feels like it's going numb," I say.

"It's pretty badly burned. What happened?"

"Scorpion shot it with acid."

"Wow, you're lucky then. It's a good thing the acid didn't burn right through to the bone."

"Yeah, I guess."

"Does anything else hurt at all?"

"Just my ribs a little bit, but I don't think any of them are broken."

Gwen proceeds to sit up in front of me to examine my ribs. After a minute of examination, she finally speaks again.

"I don't think any of them are seriously injured," she says.

"Awesome."

"You're telling me."

"What do you mean?"

"Well, I don't want your ribs broken anymore than you do. I love you, and I hate to see you in pain."

This statement makes me genuinely smile. I always love it when Gwen tells me that she loves me; it makes me feel really amazing. I always feel like I'm on the top of the world.

"I love you too," I say.

With that, Gwen leans down and gives me a soft peck on the lips. However, she does not attempt to initiate anything more, most likely not to irritate my injured body. Eventually, she sits back up again.

"So, have you been thinking about what I asked you to think about?"

_Oh great_, I think to myself, _this is all I need right now_.

Maybe if I act ignorant, she'll let me off of the hook.

"What do you mean?"

"Peter, you know what I mean."

Dangit.

" So?"

"Y, yeah," I say.

"And?"

I take a second to mull over my response. To be honest, I haven't completely made up my mind on the matter she speaks of. However, I can't outright tell her that.

Or can I?

"I…I don't know," I say while avoiding Gwen's eyes.

When I do finally look up at Gwen again, she has a look in her eyes that I can't quite make out. It looks like a mix between shock and disappointment.

"Peter," she says, "We've been through this how many times? How have you not made up your mind?"

"Gwen…you have no idea what this is like; having to be Spider-Man."

"Peter," she says, but I cut her off before she can continue.

"Gwen, please just listen to me. I need to do what I do, and the way I do it seems to be working well. Crime in the city has gone down considerably, and without me, criminals would be taking more innocent lives and preying on innocent victims than they already are. I know what I'm doing, and I just wish that you could accept that fact."

Once I stop speaking, I finally look up at Gwen again and see that she has a confused look on her face. She is obviously confused about the situation and hasn't yet decided what to say. As such, she goes silent for the next few minutes, as do I. I simply allow her to mull over her response. After about five minutes, Gwen finally speaks again.

"Peter," she says, "I understand where you're coming from, and maybe you're right; I don't know. The point I'm trying to make is that what you've been doing isn't as healthy as you may think it is. What if something were to happen to you?"

"Nothing will," I say.

"You don't know that, though" At this point, Gwen has started to cry while she talks.

"What if you don't come back from a battle? What if there really is a foe out there that you have no chance of beating? You can never know what the world is going to throw at you, Peter."

"Gwen…"

"No, Peter, please. I just…I can't."

"What?"

"I can't do this anymore I can't go on constantly worrying about you and whether or not you're going to come back. I can't go on and deal with your double life anymore. Ever since my father died I've been scared stiff about losing you too. I was supportive before his death, but now that I've experienced the loss of a loved one, I'm way more stressed about it than ever. All this whole Spider-Man thing has caused me ever since is stress and grief, and it's just becoming too much for me to deal with."

"Gwen…what are you saying?"

"I can't do it anymore…we're done."

…

* * *

**A/N: Dun, dun, dunnnnn…way to end the chapter, huh? Check back next chapter to see how this plays out, and see what happens next with the Scorpion.**

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	8. Chapter 8

**Disclaimer: I do not own any of the characters present in this story. All rights belong to Sony and Marvel.**

* * *

"_I can't do this anymore…we're done."_

The moment I hear these words come out of Gwen's mouth, I go into instant shock. I honestly hope to everything that I heard Gwen wrong, but I'm not sure. As such, I decide to ask.

"W, what," I ask.

"We're done…I can't do this anymore."

Okay, the fact that she said it a second time confirms that she said it at all. What does that mean for me? Heartbreak, that's what it means.

"I'm sorry," Gwen says while crying, "but, I just can't handle this anymore."

After she says this, I have no way to muster up a response. I just honestly can't think straight. All that is going through my mind is her break-up statement…over and over and over again.

"Gwen," I say, "Please, don't…"

"Peter, I'm sorry, but it's just too much. I've already lost my father, and I'm just setting myself up to lose another person that I love if we continue dating. We can't be together anymore."

"Gwen, wait. We can figure this out."

"Peter, there's nothing to figure out. We can't do this anymore."

"But…"

"But, nothing. It's not healthy for Spider-Man to have a girlfriend."

"Isn't that supposed to be my decision?"

"You made your decision, Peter. You've obviously chosen Spider-Man over me, so that means you can't have both of us."

That statement really strikes home with me, and reminds me of our fight a week ago after my fight with Tombstone. She said then that she thought that I loved Spider-Man more than her, but now this statement being repeated again makes it clear that it's come back to haunt me once more.

"Gwen, I love _you_, not Spider-Man. Spider-Man's my job, but you're the most important person in the world to me."

"Really?"

"Yeah."

"Then why won't you prove it to me?"

"I can, and I will."

"Peter…you've already made your choice. There's nothing more that can be said. We're done, and that's that."

At this point, I realize that there's no way in heck that I'm going to be able to change Gwen's mind. So, I just give up. However, there's one thing that I find myself needing to say one last time.

"I love you, Gwen."

"I love you too, Peter. I wish we could be a couple, but obviously we can't."

"I wish we could too."

For a minute, we both go silent until I finally speak once more.

"Can we still be friends," I ask.

"I don't know, Peter. I mean…"

"Please," I beg.

"It's just," Gwen responds, "I don't know if I can be friends with you without being reminded of my feelings for you. You are my first love, and they say the first love is always the deepest."

"I know, I know."

"So, I don't really think we can."

By this point, I'm finally crying. Not that I want to be, but I just can't help it.

"I'm sorry, Gwen…" I say through sobs.

"Its okay, Peter. I obviously can't change your mind no matter what, so there's no reason for me to get mad about something that I can't control."

After she says this, she gets up from the bed and leaves the room. For a second I believe her to not be coming back, but after a second, she does with my backpack in hand.

"Here," she says putting my backpack on the ground next to the bed.

"Your civilian clothes are in here," she says, "Whenever you're ready, you can put them on and leave."

I don't know if she's directly kicking me out or if she's just giving me the option to leave in hope that I will. Either way, I can tell that I'm no longer welcome here.

"Okay," I say while sitting up from the bed, wincing in pain as I do so.

"Stay put for a minute," Gwen says suddenly and runs out of the room. When she returns, she is holding a white sling in her hand.

"Let me put your arm in this," she says, "That should cease some of the pain."

"K," I say and sit back onto the bed.

Gwen climbs over to me and grabs my arm gingerly, though I still wince in pain despite her efforts.

"Sorry," she says. "I'll be done in a second."

She raps the sling around my arm and sets it up against my chest. Thankfully, the sling does as she says and does in fact ease some of the pain.

"Thanks," I say hesitantly.

"No problem," she says.

Just then, Gwen gets up and retrieves a robe from her closet.

"Here," she says, "You can wear this to get home. You can keep it. I don't need it anyway."

"Thanks," I say taking the robe from her hands and slipping it over my body, effectively covering my Spider-Man suit pants.

"It might be a good idea to put your regular shoes on."

"Y, yeah right," I say and slip on my tennis shoes.

"Perfect," she says.

After one last bout of silence between us, I finally stand up from the bed and turn to Gwen.

"So…I guess this is goodbye," I say.

"Yeah, it is."

"I love you."

"I love you, too, and I'll miss you."

"Miss you too."

After saying this, I walk towards the door to the hallway and turn back to Gwen one more time.

"You know…you could still change your mind."

"I don't think so, Peter. You made your choice, so I've made mine."

"Right," I say depressed.

"Goodbye, Peter."

"Bye."

With that, I walk out of her bedroom, through the front door, down through the lobby, and back out onto the streets of New York City. I hail a cab and give him the street address of my house, but not my exact address in order to semi-avoid him possibly stalking me.

When I get home, I find that Aunt May is asleep on the couch, thankfully. After just getting dumped by Gwen, I really don't feel like facing Aunt May about a broken arm right now.

As such, I simply go up to my room, throw my backpack down on the ground and lie down on my bed. What do I do there? Well, for the first time since Uncle Ben died a few months back…

I ball my eyes out.

* * *

_Meanwhile, at OsCorp Tower..._

The Scorpion manages to climb his way up the wall of the building and break in through a window. Since the news is flooded with reports about him attacking Spider-Man and damaging public property, it's probably best that he's not seen waltzing around the hallways of the building.

Once he enters the office of Dr. Miles Warren, he is greeted by an angry expression from his creator.

"What is wrong with you," Warren asks angrily.

"What do you mean?"

"You think you can just go around all willy-nilly and attack people. We hardly know what you can do yet. How can you be so sure that it's safe?"

"What do you mean, doc? Didn't you see the news? I totaled Spider-Man!"

"Yes...yes, you did. However, you did it without my permission, and that is unacceptable."

'Well, excuse me for wanting to figure out exactly how powerful I really am."

"You...you can't talk to me like that!"

"Oh, why's that?"

"Because I'm your boss."

"Whoa, since when was that part of the deal?"

"Since forever."

"Not that I remember."

"Listen, you volunteered for this experiment as my test subject, therefore, you work for me."

"What?"

"Yes."

"That's bullshit."

"Maybe, but it's how this works."

"Well, then screw that!"

"You'll screw nothing!"

At this point, both Warren and Scorpion are filled to the brink with rage. Their uncontrollable anger is almost to its boiling point, but neither one of them really has exploded yet. They're like ticking time-bombs just waiting to go off.

A moment of tense silence has currently enveloped them, which neither one of them really has any desire to break. However, after a few minutes, Dr. Warren finally makes the first move.

"Listen, Mac," he says, "I like you. You're a good test subject."

"Would you stop calling me that," Gargan says insulted.

"I apologize," Warren says, "You're a good worker. You behave well and you're willing to do whatever it takes to get the job done. Those are the qualities that a man like me needs to find in an 'employee'."

Gargan simply remains silent all through Dr. Warren's little monologue.

"However," Warren continues, "In order for this to work, we both need to be on the same page in terms of this process. We can't just go off and do whatever we want. I won't, and you shouldn't either."

At this point, Gargan is thinking about what precisely Dr. Warren is saying and analyzing it in his head.

"You can't just go off on one and attack somebody. You need to have a plan, and we need to work things through before any of this process can even be allowed to continue."

Upon hearing this, Gargan is prompted to ask a question.

"What do you mean _continue_ this process?"

"What?"

"You heard me!"

"I'm afraid that I don't understand."

"Really, do I have to spell it out for ya," Gargan asks angrily.

"Mac..."

"Listen doc, we had a deal. You tested the formula on me and gave me power. That's all we agreed upon. I don't remember ever agreeing to being your little lackey."

"Scorpion, I..."

"Don't say anything, because there's nothing left to be said. My work here is done. I never agreed to any of this. In fact, I only came here to tell you that everything was a success, but obviously you don't seem to think that way. So, guess what, I'm out!"

At this point, Dr. Warren is stunned by what the Scorpion has just said. After everything that he has done for him, he is just going to speak to him like that. Well, the good doctor is not going to have it.

"Now, you listen here you insubordinate bum," he shouts.

This statement get Gargan's attention really well and he turns around to face the doctor once more.

"What did you just call me?"

"You heard me loud and clear."

"Yeah, I did."

Just at that moment, Scorpion raises his tail up above his shoulder and points it at Dr. Warren. Before long, he shoots a blast of highly corrosive acid at him.

The doctor sees the blast coming and jumps out of the way. He then runs over to his desk and hits the silent alarm button. However, Scorpion sees him do it and figures out what he has done.

"You just had to do that, didn't you?"

"Get away from me, you freak!"

Scorpion then fires another blast of acid at Warren, which hits him square in the thigh. Being burned by the blast, Warren falls to the ground in excruciating pain. The Scorpion then walks over to him and prepares to fire another blast.

However, before he can do such a thing, the doors to the laboratory burst open and the security guards run in. Deciding not to deal with them, Scorpion simply shoots a blast of acid at them and runs for the same window that he entered through. He jumps out and clinches onto the exterior wall of the building, crawling out of sight of the security guards.

Eventually, Scorpion manages to crawl all the way down the building and reaches the street below. He lands in an alleyway, where he finds a trench coat and hat to use as a disguise. He proceeds to put the apparel on and walk out onto the sidewalk, unsure of exactly where his next destination is.

* * *

_The next day…_

I feel my eyes open and start to look around my room. The room is naturally lit, meaning that the sun has already risen from the horizon. I look at the clock to check the time to see that it is indeed 7:08 a.m. The last time I checked, it was 4:14. I must have fallen asleep. That's probably a good thing, given the fact that had I not, I would've literally been awake all night thinking about…*sob*. It's too painful to even remember.

I try to move from my current position on my bed. It turns out to be a bad idea, as the moment I do so; a sharp pain goes through the left side of my body. It is at this moment when I look down at my arm and remember the events of the previous 24 hours.

Scorpion attacked me in the broad day-light and injured my arm with an acid blast. Gwen brought me back to her apartment and fixed me up, but then… *sob*. The memory is so painful that it hurts to even remember it. However, I end up doing so anyway.

_Gwen broke up with me_.

Right as I think it in my head, I feel my heart shatter into pieces all over again. I'm still in a state of shock and denial about the event, but I know what I heard. Gwen said it all right. I remember it as if it just happened two seconds ago…

"_I can't do this anymore. We're done_."

Those words will forever live in infamy for me. I don't know if I'll ever be able to hear a single one of those words again without thinking of Gwen saying them to me. That's how painful it is to me.

You see, next to my Aunt May, Gwen is the most important person in the world to me, and the fact that I hurt her by not being there for her hurts me as well. I just can't believe that it's gotten to this state, where we literally end up breaking up because of this. It breaks my heart.

I attempt to sit up from my bed and am eventually successful, albeit painfully. However, my attempt to stand up is a completely different story. It takes three tries for me to finally manage it. Right as I stand up, I hear my phone vibrating on my bedside. I pick it up and see who it is. It turns out to be a simple Facebook notification, but it's not one that I want to see.

_Gwen Stacy has changed her status from "In a relationship" to "single"._

This message only further confirms it. Gwen and I really are done. As much as I don't want to believe it; it's over.

Just at that moment, I hear a knock on my door. I have no doubt who it is. The door opens and my suspicions are confirmed; it's my Aunt May.

"Peter," she says as the door opens, "Are you okay? I didn't hear you come home and I…" The moment she looks at me, she stops speaking, mouth open in shock.

"Peter," she says looking at the sling on my arm, "What happened to you?"

I am tried for what to say. On one hand, I'm afraid to tell Aunt May the truth, but at the same time, I feel badly about lying to her. However, I have to choose one of the two options. In the end, I choose the latter.

"Nothing," I simply say. I look at Aunt May and she is still in shock, but clearly doesn't buy my story.

"Peter, please tell me," she pleads.

"Aunt May, please just, go make breakfast or watch TV or something."

"How do you expect me to do anything before I learn what's happened to you?"

"Aunt May, please…"

"Peter," she says both sweetly and sternly, "Tell me what happened to you."

"Aunt May, I just…" I pause for a moment in order to make up a story in my head. However, I am evidently paused for too long, and Aunt May speaks up first.

"Peter Benjamin Parker…" she says, but I cut her off before she can continue.

"I just…fell down the stairs in the lobby of Gwen's apartment," I finally say.

I look at Aunt May and see that there are tears in her eyes. She is close to crying, but she clearly is trying not to.

"Peter," she says, "Why didn't you tell me?"

"Aunt May, I'm fine."

"Clearly not; your arm's in a sling."

"Yeah…Gwen did it for me."

Even saying Gwen's name without tearing up is hard for me to do.

"Oh, Peter," Aunt May suddenly says, "You need to be careful."

"I know, Aunt May."

"I can't stand to see you like this."

"I know, I know."

"Thank gosh you had Gwen there to help you."

"Yeah…thank gosh."

For a moment, I contemplate telling Aunt May about my breakup with Gwen, but I decide against it. I'm not sure I'm even ready to admit it to myself yet, let alone discuss it with another person. So, I simply drop the subject.

"I'm sorry, Aunt May," I say.

"Oh, dear," she says, "You don't have to be sorry. It's not your fault, but you need to be more careful."

"I will, I promise."

"You can't go to school today, dear. It's not safe."

As tempting as that offer sounds, I know immediately that my not going is not an option. If Gwen's post on Facebook leads to what I think it will; everyone will know about our breakup. I will look absolutely horrible if I don't go.

"Aunt May, I have to go."

"Peter…"

"Aunt May, please; I have a huge AP Lit test today and I can't miss it."

In reality, I don't actually have a test, but I don't tell Aunt May that. I need to convince her to let me go to school.

"Oh, sweetheart…"

"Please, Aunt May; I need to go."

For a few seconds, Aunt May doesn't respond. However, after a few seconds, she finally does.

"Alright, dear; I'll make you a deal," she says.

"Okay."

"You have to promise me that you'll come straight home afterwards and that you won't over-exert yourself."

To be quite honest, that's less strict of a deal than I personally expected. As such, it's not very hard for me to decide on my response.

"I promise," I say.

"Good, now please, you have to let me set that better. It's not proper and you can't be walking around like that."

"Okay," I say.

Aunt May then proceeds to lead me downstairs to where she keeps the first-aid kit, and proceeds to help wrap and set my arm. Once done, she leads me to the kitchen, where she prepares me a nice breakfast of bacon and orange juice.

"Thanks, Aunt May," I say.

"You're welcome dear."

Once I've eaten it completely, I place my dish and glass in the sink and run upstairs to get ready for school. During this process, I learn how hard it is to get dressed with your arm in a sling. I now can empathize with anyone who's ever had an injury like this. After I manage to get dressed, I run a quick brush through my hair and then walk downstairs, where I see Aunt May standing by the backdoor with my backpack in-hand.

"Hey," I say.

"Hey, dear," she says. "I took the liberty of getting all of your stuff together for you."

"Thanks."

"No problem, honey. If there's anything else you need, don't be afraid to tell me."

"Okay, thanks. I have to go now."

"Have a good day, Peter," she says. "Remember our deal; be careful and come straight home."

"I will."

"Okay, good. Bye."

"Bye."

With that, I kiss Aunt May on the cheek and walk out of the doorway, dreading the school day that awaits me.

…

* * *

**A/N: So, what did you think? Satisfying? Disappointing? Exciting? Boring? Tell me in the little review section on the bottom. Next chapter will be up soon.**

**Thanks for reading!**


	9. Chapter 9

**Disclaimer: I do not own any of the characters present in this story. All rights belong to Sony and Marvel.**

**Warning: Mentions of self-harm and suicide are made in this chapter.**

* * *

_8:42. a.m. _

I walk into the school 18 minutes ahead of the first period bell. It's earlier than I usually get here but then again, I'm usually interrupted on my way here. Normally, I'll have to go into action as Spider-Man, but with my busted arm hindering my performance, I can't afford to take the risk. As such, I decided to stick with my civilian identity as good ole Peter Parker today.

I walk down the hallways, earning some very confused looks from people who walk past me. They are looking at me as if I have some sort of third eye, but I know that it's really because of my busted arm. I didn't think that it'd be this much of an eye sore for people. Whatever.

Eventually, I manage to reach my locker and open it, albeit after much struggling. Just as I am about to pull out my books, I feel myself be smashed into the locker by a powerful mass of force. The blast jams my arm into the locker, sending the entire left side of my body into excruciating pain that lasts for about 30 seconds. During that time, I simply lye on the ground in defeat, earning some laughs from other people who are watching me. Eventually, I pick myself up off of the floor and stand back up, proceeding to turn around to face the source of my trouble.

Once again, it's Kenny "King" Kong.

"Hey, Parker," he says while laughing.

"Hey," I say.

"So, I heard the news."

The moment he says this, I know precisely what he's talking about. _Oh, great, I think to myself, this is exactly what I need_.

"What are you talking about?"

"Yeah, I heard what happened."

I really don't want to hear him say it aloud, so I decide to try to stray him from the story.

"Yeah, I uh…fell down some stairs."

"Well," he says, "That's obvious. Maybe you should work on your footing."

_Maybe you should work on your quips._

"Heh…yeah, sure," I simply respond.

"That's not what I was talking about though."

"Oh."

"Yeah, I heard what happened between you and Blondie."

Not only is the fact that he's bringing up this topic grading on my nerves, but hearing him call Gwen that name also greatly irritates me. I don't know why, but it does. However, I don't let Kong see that.

"I guess she decided to call it quits with you, huh," he asks me.

"Y, yeah, I guess."

"You guess?"

"Yeah, yeah."

"What, can you not form a coherent sentence? Is that how heartbroken you are?"

This statement really gets to me. I don't let him see it, but I almost want to cry.

"N, no. I'm, fine."

"Stop stuttering, Parker. Act like a man!"

_Oh, I'll act like a man alright_, I think to myself. At this moment, I briefly consider using my spider powers to take this guy out, but I stop myself before I do anything rash or that I'll regret later.

"I'm sorry, I…"

"Don't sorry, me. What, are you just so upset that you don't want to talk about it?"

"Look, I just…"

"Don't say anything, Peter," I hear a voice to my right suddenly say. I look over to see the face of the interloper, and to my shock, it's Gwen.

"Well," Kong says, "I guess Blondie here isn't so over you after all, huh Parker?"

"Shut your mouth, Kenny," Gwen says.

"Whoa, what's the deal, girl?"

"I think you've said enough."

"Oh, come on; I was just getting started."

"Oh, were you?"

"Yeah. Come on, Gwen. Parker knows I was just having fun with him. Right, Parker?"

I don't respond to Kenny's prompt, and instead remain silent.

"Parker?"

"I think maybe it's time for you to go, Kenny," Gwen says.

At this point, Kenny backs away from me and into the center of the hallway.

"Fine," he says, "This was getting boring, anyway." With that statement, he walks off down the way and out of my sight.

"Are you okay," Gwen suddenly asks me.

"Yeah, thanks," I say quickly and awkwardly. I honestly don't know how to act around Gwen at this moment.

"I'm sorry he was being so mean to you."

"Yeah, yeah thanks. It's not your fault, though."

"I know, but that doesn't make it any better."

"I know."

At this point, Gwen gives me a gentle one-arm hug, being careful not to hurt my injured arm. As she does this, she whispers something in my ear.

"I still care about you, Peter. I probably always will, so if you ever need any help, you can come and find me. I'll be here for you."

This statement almost shocks me. When we last spoke, Gwen seemed almost angry with me, yet now she is telling me that she will always be here for me. I think I have the right to be slightly confused.

"Thanks," I respond.

"You're welcome," she says.

After this, an awkward silence envelops us. Neither of us says a word, or even looks at each other. We simply stand there with the awkward tension building as the seconds go by.

"Well, I should probably get to class," Gwen eventually says.

"Yeah."

"Have a great day."

"Yeah, you too."

"Thanks. Bye."

"Bye."

With that, Gwen walks off towards our first class of the day. I proceed to do the same after grabbing my books from my locker and stuffing them into my backpack. At approximately 8:59 a.m., I stalk into my AP Lit classroom with one minute to spare. I sit down at my desk behind Gwen and in front of Sally Avril and proceed to wait for Ms. Ritter to enter the room. Once the bell rings signaling the start of the class period, Ms. Ritter walks in with a binder in her hand.

"Alright, class" she says, "I'm going to hand back your tests from last week. Some of you did very well, and others did not. So, I think I have a pretty good idea of who's doing what needs to be done, and who simply does not care."

Ms. Ritter proceeds to pass out the tests, while I dread learning my score. I know I was one of the people who did poorly on it, so this probably won't be a good start to my day. Eventually, Ms. Ritter finally reaches mine and walks up to me. However, before she hands me my test, she opens her mouth to speak.

"Mr. Parker," she says, "I'd like to see you after class."

_Oh boy, this can't be good._

"Okay," I simply respond.

With that, Ms. Ritter hands me my test, and right away, I see the score on it.

_21% F_

Oh great. This is definitely going to affect my GPA in a very negative manner. More-so, now I'm going to have to sit with Ms. Ritter and discuss with her why I'm doing so poorly. I can't tell her that the actual reason is because I've been spending all of my spare time as Spider-Man, so I'll have to make up a story that she'll actually buy.

"Alright, everyone," Ms. Ritter suddenly says, "I'd like you all to open your books and turn to Act II, Scene 3. We will be reading aloud together as a class."

From this point on, I am completely in a daze. All I want is for this stupid day to be over.

* * *

_Meanwhile..._

Mac Gargan, also now known as the Scorpion, stalks the streets, simply looking for a place to hide out while he thinks of a plan of action. He doesn't know precisely what he's going to do yet, but he does now one thing; he wants to be somebody.

Eventually, he stumbles upon a stray alleyway where he decides to sit and take a rest from all of the walking that he has been doing. While sitting and relaxing, he takes time to ponder exactly what brought him to this moment. His past soon begins to haunt him with memories of all of the pain and suffering he has endured over the course of his life.

His first flashback is one of his childhood. He remembers being the least popular kid in school. He was the one who never had a partner for group projects because no one wanted to work with him. He was the one who always played by himself at recess because everyone thought he was weird. Things weren't that great when he went home, either. His parents never paid any attention to him, and they were always away on work. He was always alone, and all he ever wanted was love. More than that though, all he ever wanted was respect.

Even continuing on into his later years, he still never got the respect he desired. He was never able to get into a college, he was never able to get a job, and he was never able to even get a place to stay. That's why he's been staying at a homeless shelter ever since he was kicked out of his home by his mother and father. That's also why he is who he is today.

He became a small-time hood in a gang at age 22 after he was kicked out. He wanted to be a part of something, and it seemed to him like a gang was his only option. As such, he joined "The Invisibles". They worked for a crime-boss named the Big Man, and performed simple heists to fund his criminal empire and lavish lifestyle. No one ever met the Big Man, but the news is that he's long gone, so who cares about him. His friends in that gang treated him with a little bit more respect, but still not enough. However, he genuinely felt welcome in the group despite everything. However, one fateful night ruined everything.

One night, while proceeding to rob a bank, his gang was apprehended, while he managed to get away. However, the apprehension was not by the police; it was by Spider-Man. The man who's clearly made it a mission to make his life miserable. That was the night his life was ruined completely. The one good thing in his life had been taken from him, and he was left with nothing.

That was the night that he developed a burning hatred for Spider-Man. That was the night where he was left alone to fend for himself. More to the point, that was the night that led to the thing that he is most ashamed of. The night that he attempted suicide.

He found a stray knife in an alleyway and used it to slice his arms up. He cut and cut and cut until the pain was so unbearable that he ended up passing out. The last thing he saw when he before he lost consciousness was the blood dripping out of both of his arms. It was an image that he will never forget as long as he lives.

When he awoke however, he found that he was not dead, and that he was in an apartment.

Suddenly, he heard a woman speak to him.

"Are you alright?"

He initially found himself to be confused at the question, but after she repeated it another time, he managed to come up with an answer.

"Yeah…where the hell am I?"

"I found you on the street and thought you were dying. I thought about calling an ambulance but figured out that you didn't have any money."

"What?"

"The clothes you were wearing were clearly hand-made. How could you have paid for the hospital bill if you couldn't even afford nice clothes?"

"Right, right."

"So, I brought you back here and fixed you up."

"Thank you."

"You're welcome. Now, can I get you anything?"

"No, please. I need to go."

With that, Gargan stood up from the couch where he was lying and ran for the door. Before the woman could protest, he was gone and out onto the street again.

Suddenly, the sound of a voice snaps Gargan out of his trance and back to the real world.

"Hey, buddy," the voice says, "You alright?"

He looks to his left and finds that there is person standing at the alleyway entrance. Obviously, the question was directed at him.

"Leave me alone," Gargan says.

"You sure you're alright?"

Suddenly, Gargan stands up and rips off his trench coat, revealing his Scorpion suit underneath it. He raises the tail up above his shoulder and aims it at the man.

"I said…Leave. Me. Alone."

The man is horrified by Scorpion's motions and complies with his orders. The man turns and runs down the sidewalk, being far out of sight by the time the Scorpion exits the alleyway, trench coat back on.

Once out on the sidewalk, the Scorpion begins to think of a plan of action. He can't just go jumping around from alleyway to alleyway every day and night. As such, he needs a place to stay.

One problem though; he doesn't have any money.

That's the moment when he has a realization come at him like a bolt of lightning.

_Wait a minute_; he thinks to himself, _I'm the Scorpion; the guy who defeated Spider-Man. I can get anything I want, whenever I want it. I don't have to listen to anybody or follow any rules. With my powers, I call the shots around here._

Just at that moment, Scorpion turns to his right and stumbles upon a building of great interest to him; the Midtown National Bank.

_Ahhhh...just what I need_.

With that thought in mind, Scorpion walks over to the bank entrance and proceeds to enter the building. He goes up to the counter and talks to the receptionist.

"Good afternoon, sir," she says, "How can I help you today?"

Suddenly, the Scorpion peels off the trench coat which covers his iconic battle suit and whips his tail at the person behind him. He then raises it over his shoulder and at the woman.

"Give me all of the money you have in the vault, or I'll burn everyone in this place to a crisp."

…

* * *

_Midtown Science High School…_

I look at the clock and see that it's 9:49 a.m. It is exactly one minute before the end of first period, and that means one minute until my personal meeting with Ms. Ritter. I honestly don't know what to expect from it. On one hand, I'm deeply dreading it, but on the other, I just want to get it over with. Either way though, I will have to have an excuse ready as to why I did so poorly on the test.

*Bring*Bring*Bring*Bring*Bring*

And…that's the bell. Great.

"Have a great day, class," Ms. Ritter says, "Mr. Parker; please remember to stay back for a minute."

"Right," I respond.

As the rest of the class files out of the room, I pick up my backpack and walk up to Ms. Ritter's desk. As I walk up there, I refuse to make eye contact with the woman seated at the desk. I honestly don't want to see the anger I'm sure is in her eyes.

"Well, Mr. Parker," she says as I reach her desk, "I think it's time that we had a talk."

"Okay," I simply say. At this moment, Ms. Ritter crosses her arms and folds her hands in front of her body. She is definitely putting on a serious tone based on her body language.

"This grade that you received is absolutely unacceptable, and frankly, I won't stand for it. You are a good student, and it's time you started acting like one."

"I know, I know."

"You need to be improving your study habits and your work ethic. I expect a lot more out of you as an AP student. This isn't a class for slackers, Mr. Parker. This is a class for students who want to do well and succeed."

"Yeah."

"Yeah, what?"

"I get it."

"What is it that you get?"

"I understand what you're saying."

"Do you?"

"Yes."

"Then, show me that you understand. I will allow you to re-take this test tomorrow at 8:30 a.m., and if you get at least a 90% for a grade, I will throw out your first quiz and take the higher grade."

"Really," I ask. To be honest, this is not an offer I expected to come out of her mouth. I expected her to simply slap me on the wrist and maybe give me detention, not be unusually generous.

"Yes, I will. However, if you are even one minute late, you might as well not show up at all. It's 8:30 or bust."

"No problem," I say, "I'll be here."

"Good, now run along to your next class. I wouldn't want to deprive you of your precious daydreaming time."

_Ok_, I think to myself, _that was a slightly uncalled for quip_. However, before I can dwell on it further, I exit the room and enter the hallway.

I look at the clock above me and see that it is 9:55 a.m. I have exactly five minutes to get to my next class, which is plenty of time. So, I go to my locker, shove my books in my backpack, and head off to my next class.

* * *

_Midtown National Bank…_

The Scorpion is holding the entire place hostage as the workers put all of the money into sacks for him. Eventually, they have an empty vault, and the Scorpion has eight sacks of money to carry out of the facility. However, before he leaves, he decides to leave the bankers a little present.

"Here," he says while raising his tail above his shoulder, "Here's a special shampoo for all of you." With that, the Scorpion fires an acid blast up in air, which falls back down towards the people in the bank, hitting a few of them and brutally injuring them.

The Scorpion then proceeds to burn a hole in the bank wall and run out through it. However, when he gets outside, he finds that the police are coming for the bank, which means that someone inside must've tipped them off. Case in point, it's time for him to make his exit. So, he runs down the sidewalk a few blocks.

Eventually, he finds a stray alleyway to hide in so that he can evade federal capture. However, his hiding place is not as amazing as he thinks it is, as he is quickly discovered and chased. However, he quickly evades capture by climbing the wall of said alleyway and ending up on a rooftop. Believing himself to be free of capture, he looks down only to see the police climbing the fire escape of the building after him.

He shoots a blast of acid down at the cops, which they quickly dodge. So, Scorpion takes off and starts jumping from rooftop to rooftop, looking for a place to hide. After scaling a few buildings, he ends up at the top of the tallest building in Midtown. He looks out at the city and notices many places which he could use as hiding places. However, one in particular catches his eye. Not only would it be safe for him, he could also hold the entire place hostage, only furthering his level of badass-ness.

Midtown Science High School.

…

* * *

**A/N: How many of you called that ending? I know, its a little cliché, but it will work for what I'm going for. I obviously included more back-story for the Scorpion, which I hope you all appreciated. He's kind of mix of the Prowler from the 90s Animated Series and the Sandman from the Spectacular animated series. I wanted to make him a truly sympathetic villain in order to make all of you be able to connect with him emotionally.**

**Until next time, please review, favorite, and follow. All feedback is welcome.**

**Thanks for reading :)**


	10. Chapter 10

**Disclaimer: I do not own any of the characters present in this story. All rights belong to Sony and Marvel.**

* * *

_Meanwhile, inside Midtown Science…_

As I walk to my next class, I once again am getting strange looks from my peers, undoubtedly because of my busted arm. However, none of them say anything directly to my face. To be honest, I don't know why they're so freaked out by my arm. It's not like none of them has ever experienced this kind of an injury before. It's not exactly that uncommon. So, what the hell?

I proceed to walk to my class, but as I do so, I hear a voice begin to call my name.

"Hey, Parker," the voice says.

I look back towards the source of said voice and find that it is coming from the one and only Flash Thompson. That means it can lead to two things. He'll either try to have a casual conversation with me, or he'll be kicking the crap out of me. I never know for sure which he's going to do. So, I prepare myself for the worst.

"Hey, Flash," I say casually.

"Come here, man" Flash says motioning me towards a wall of lockers. I hesitantly comply with Flash's request and walk closer to him, while subconsciously remembering to put a respectable amount of distance between us. Once I've reached the wall, Flash begins to speak once again.

"Look, Parker," he says, "I heard what happened."

_Oh great, he wants to talk to me about this._

"Listen, man, I just want you to know that…I'm sorry."

_Okay, that was unexpected_.

"What," I ask.

"I know what it's like, man; to lose a girlfriend that you really care about. It sucks, I know."

_Wow_, I think to myself_, Flash Thompson actually seems to have a heart_.

"Yeah," I say.

"Do you remember when Liz and I broke up?"

As a matter of fact, I do, and I remember it all too well. It's never been explicitly stated by either of them, but there's a common rumor that the reason they broke up is because Liz actually liked me more than she liked Flash, so she dumped his ass. I don't know if that's true or not, but I caught a lot of flak for it.

"Yeah," I respond.

"Well, that sucked for me. I was completely heartbroken and broken up about it. You want to know how I got over it?"

"How?"

"I talked to people. I got my feelings out. Heck, I even went to a counselor and got her insight on the situation. It really helped, and I feel like I'm able to live and be myself again."

"Really?"

"Yeah."

"So, what are you saying?"

"I'm saying that's what you should do as well."

"You mean, go and see a counselor?"

"Well, maybe not, but I mean talk about your feelings. Don't keep them in, because that's not going to do anything but hurt you."

To be quite honest, I'm really surprised by Flash's behavior at the moment. I think this is the nicest he's ever been to me, and to be honest, it's refreshing.

"Okay," I say.

"If you ever need someone to talk to, Parker," he says, "I'm here."

"Thanks," I say. Now I'm truly impressed.

"No problem, man."

*Bring*Bring*Bring*Bring*Bring*

"Oh crap," Flash says, "Looks like we're late."

"Heh, yeah," I say.

"We better go."

"Yeah, sure."

At this point, the only people in the hallway are Flash and me; everyone else is already in class. By now, it's 10: 02 a.m., which means that we're late for class. However, my teacher is quite lenient towards me, so it shouldn't be that big of a deal.

However, before I can take even one step towards my classroom, I feel a violent tingling in the back of my skull; my spider-sense.

"Parker, you alright," Flash asks me upon noticing my stillness.

"Huh…oh, yeah," I say.

Once again, my spider-sense tingles, and this time, it is even more violent than before. Whatever is setting it off must be big, or I wouldn't be getting this kind of a register.

Right then, I hear a loud bang on the roof right above our heads. My spider-sense tingles once more, and this time, it's harder than ever. It is at this moment, that I realize that I need to get Flash out of here and to safety.

"What was that," he asks me.

"What," I say attempting to sound oblivious.

"Did you hear something up on the roof?"

"…nope."

"Oh, then I guess I must be hearing things."

"Come on, Flash," I say, "Let's just go to class."

"Right."

I proceed to lead Flash to the adjacent hallway, and then I fake a reason to go back and investigate the source of my spider-sense disturbance.

"Oh, shit," I say, "I forgot one of my books in my locker."

"Oh, that sucks," Flash says.

"I have to go back for it, but you go ahead."

"Alright, see ya."

"Bye."

With that, I take off back towards the hallway where we heard the bang on the roof and simply stand there for a second, looking at the ceiling. I'm trying to listen again for any sort of vibration or movement up on the roof, but I hear nothing. However, my spider-sense is still going absolutely ballistic. As such, I decide to head to the bathroom to change to Spider-Man. However, before I can manage to get very far, a thought hits my head…

_My arm. _

I can't go into action with my arm all busted-up like this. Not only would it make the situation even more dangerous for me, but it would also hinder my performance in a battle, and if my spider-sense is correct, this will definitely be one heck of a battle. So, I'm torn on what to do.

Just then, my spider-sense tingles again. It is at that precise moment where I decide to throw all caution to the wind and chuck the sling off of my arm. Initially, it hurts, but after a few seconds, it just feels a little bit numb. I try to move it around and use it to touch things, and I find that I am more successful than I was 24 hours ago. So, I decide to wing it.

However, before I can make another move, my spider-sense tingles once again, but this time, a large burning sound accompanies it. At first, I believe myself to simply be hearing things, but then I turn and see that part of the ceiling really is being burned through. Right then, I know exactly what I'm dealing with here.

The Scorpion.

I grab my backpack and run for the adjacent hallway and into the bathroom. Just as I do so, I hear a crash followed by something fall to the ground. No doubt the Scorpion has made his dramatic entrance. I don't know why he's here, or what he's after, but if there's one thing I do know, is that I've got to keep him from hurting any innocent kids.

So, I proceed to enter a stall and throw my civilian clothes into my backpack, revealing my Spider-Man suit underneath. I then pull on my gloves and mask, then exit the bathroom through the ventilation system above me. I climb through the vents back towards the hallway where the Scorpion made his entrance and quickly arrive on the scene. How do I know when I'm there? Well, I think I figured it out because of the massive hole in the duct, with obvious burn marks on it.

I approach the edge of the hole and look down, only to see the Scorpion below me. I then hear a classroom door open, and someone exit. Upon hearing this, the Scorpion turns towards the person and raises his tail. I hear a loud, high-pitched scream, and know precisely that it's a girl, and based on the intensity of the scream, a girl student.

Before the Scorpion can shoot at her, I fire a web-line down at his tail and divert the blast towards the wall. The Scorpion looks at his tail and then back at the wall where the blast was shot; a confused look is on his face. He then notices the webbing on his tail, and that's when he figures out what has happened.

"What," he shouts.

"Surprise, Scorpy," I say from the ceiling.

The Scorpion looks up at me and upon making eye contact, he glares at me and snarls.

"Spider-Man," he says, "You're back."

"How could I stay away from my favorite psycho? You types really turn me on."

At this point, the Scorpion is fuming with rage. He proceeds to fire a blast of acid at me, which ends up missing me slightly.

"Wow, you might want to work on your aim there, buddy."

As I say this, the Scorpion is glaring at me.

"You dick, get down here," he says.

"That's what she said," I quip.

"Errr…" As he growls, I do actually jump down from the ceiling ventilation system and land on the ground. The moment that I do, the Scorpion fires another blast of acid at me, which misses me a second time. I, on the other hand, do not miss when I proceed to fire a web-line at him, covering his eyes.

"Ahhh," he screams.

"Guess what, Scorpy," I quip, "What's Scorpion face plus Spider-Man fist equal?"

Before the Scorpion can answer my question, I punch him square in the face, using my good arm of course. My other arm is at my side, not being used too much in order to avoid injuring it further.

At this point, the Scorpion has managed to rip the webbing off of his eyes. When he does, he looks at me and runs towards me.

"You're going down, web-slinger!"

The Scorpion then swats his tail at me, which ends up hitting me in the back of my head, knocking me to the ground. When I hit the floor, the Scorpion kicks me in the stomach, rolling me over onto my back. On the way over, I rolled on my bad arm, causing excruciating pain to run through it.

"Ahhhhhhhh…" I scream in pain.

"Ha, the Amazing Spider-Man my ass…can't take a little kick to the stomach."

I can't tell the Scorpion the real reason of my screams, or else he'll figure out my weakness. As such, it's up to me to divert his attention away from the subject. So, I decide to fire a few web-pellets at him using my good arm, which hit him square in the face. While he is still shocked from being hit, I manage to get my footing back and stand back up.

By this time, however, the Scorpion has managed to regain his senses and throw a few good punches at my stomach, which disorient me momentarily, but it's enough time for him to swing his tail at me and knock me down the hallway. When I manage to regain my senses, I see the Scorpion running down the hallway at me, raising his tail over his head as he does so. That can only mean one thing. Before I can even think it, he fires a blast of acid at me. Luckily for me, I manage to dodge the blast.

"You pest, I'll destroy you," the Scorpion shouts.

"Man, didn't your mom ever teach you to be nice?"

"Nope, she told me to go after what I want," he says, "And what I want is your _destruction_."

"You ever thought about going to see a psychiatrist?"

The Scorpion proceeds to whip his tail at me, which I grab onto and use to chuck him back down the hallway and into a classroom.

_Oh shit_, I think to myself, _there_ _could be people in that room._

When I run up to the door of the room, I find that I threw him into Miss Ritter's room, and not only that, I threw him into the room with at least 20 students in it. I look around and see that the students in the room are terrified. They're all crouched in the corners of the room, and they are staring at both me and the Scorpion, who is momentarily unconscious. I decide to take advantage of this moment of advantage and grab the Scorpion's tail, spin him around, and throw him out of the room and out the window. After I do this, I attempt to calm the students down.

"It's alright everyone," I say, "You can trust me. I'm the guy who stopped the Lizard, remember?"

I look around and see that some students are nodding their heads, while others are still cowering in fear. However, right now, I don't have time to convince the still unconvinced, so I simply run for the window and jump through the hole made by the Scorpion's body. When I get back outside, I see that he is conscious again.

"I would suggest we take this outside," he says, "but I can see that we're already there."

"Thanks so much for pointing that out. I had no idea," I quip sarcastically.

The Scorpion then charges at me again, only this time, with more speed and better precision. Before I can manage to dodge him, he plows into me at full speed knocking me to the ground and onto my bad arm, which begins to hurt like heck once again.

"Ow," I yelp in pain.

"Awww...what's the matter," Scorpion asks sarcastically, "Does little Spidey have a boo-boo?"

I don't respond, and instead opt to simply use my good arm to whack him with a smashing right jab to the face. He falls backwards, temporarily disoriented. During this time, I manage to regain my footing and regroup. However, right as I do so, I notice something.

The students are watching us, and not only that, but they are visibly watching us as well. I can't allow that. If they're seen, the Scorpion may hurt one of them or more, which means that I have two options; clear the students out or get rid of the Scorpion.

However, before I can make a decision, I feel my spider-sense tingle. Though, before I can do anything, something hits my left thigh, followed by an immense amount of pain and a large burning sensation. I fall to the ground in pain and anguish, but despite that, I am able to figure out what has happened; Scorpion shot me again. While I was busy thinking, Scorpion caught me off-guard, which rarely happens.

"Haha, got ya," Scorpion says triumphantly.

As he says this, he begins to walk over towards me, raising his tail above his shoulder again as he does so. No doubt he intends to finish me off.

"You know, Spider-Man," he says, "I've always hated you. I thought you were a prick from day one and let me tell ya, I was right. All you do is meddle in other peoples' business, and frankly, it's not cool."

"Like you would know anything about being cool," I quip.

"Errr..." he grunts and fires an acid blast at me. Luckily, I manage to dodge it by moving the leg it was aimed at.

After he does this, I use my good leg to sweep his feet out from underneath him, which causes him to fall to the ground with a thud. I take this opportunity to nail him with a few kicks to the stomach, along with a web-pellet or two to the face. All of these action result in him being temporarily disoriented.

Just then, I begin to hear a noise coming from a distance. At first, I can't quite make it out, but I can tell that it's relatively high-pitched. However, once it gets a bit closer to us, I manage to discern it. It's police sirens; the boys in blue are on their way, which is a good thing for me. Finally, I'll get some back-up in dealing with this clown.

As I think this, the Scorpion is starting to regain his senses, which means that I'll have to get battle ready once again. However, he gets to his feet, but does not attack me. Instead, he just sort of stands in one place and looks off into the distance. Undoubtedly, he hears the sirens as well.

"Are you kidding me," he shouts.

"Nope, sorry Scorpy," I quip, "Looks like it's all over for you."

Just then, the Scorpion turns back around to face me once again. He raises his tail above his shoulder as if he were going to fire at me.

"You know what, wall-crawler," he says, "I am sick of your interference with me and my plans. You've stopped me before, but I won't let you stop me this time. So, get ready to say goodbye, scum."

"Would you please look who's talking when you say 'scum'."

The Scorpion doesn't take this comment lightly and fires another acid blast at me, which I quickly dodge. However, just as I do so, the Scorpion then lunges at me and knocks me to the ground, where I fall and land on my back. He then proceeds to punch me several times in the head, before firing another blast of acid at my other leg, which I manage to move out of the way not a millisecond too late. I then take this opportunity to kick him off of me and fire a few web-pellets at him, which manage to hit him square in the face. However, he fires another blast of acid at me that just narrowly misses hitting my bad arm, which would've injured it further.

"Errr...stand still you creep," he shouts.

"You see, I have a hyperactivity disorder, so that's kind of unlikely," I quip.

"Oh, yeah, well soon you'll have a dying disorder too!"

"Seriously dude, work on your material."

The Scorpion raises his tail to fire another blast of acid at me, but before he can manage to do anything, the first police car arrives on the scene. A policeman jumps out of the vehicle, gun in hand, and aims at the Scorpion.

"Freeze," He yells, "Get down on the ground with your hands behind your head."

Surprisingly, Scorpion complies with the officer's orders and kneels down, putting his hands behind his head. However, the one thing he also does is raises his tail up above his shoulder.

_Oh no_, I think to myself.

Right at that moment, the Scorpion fires a strong blast of acid at the policeman. Unlike me, the man doesn't have the speed and agility of a spider, nor the reflexes, so the blast hits him square in the stomach. The man falls down to the ground in defeat and anguish.

However, it is right then that five more police cars arrive on the scene, with many more police officers jumping out to confront the Scorpion.

"Freeze, Scorpion," one of them shouts. As he says this, the other officers raise their guns and aim them directly at the Scorpion, ready to fire if necessary.

Seeing that he's outnumbered, the Scorpion turns back to me and begins to speak.

"Until next time, Spider-Man," he says, "I promise that we will meet again."

"I'll be sure to dress nicely," I quip.

Just at that moment, the Scorpion fires two blasts of acid from his tail; one at the police and one at me. However, while I manage to dodge the blast directed at me, the police are not so lucky and many are injured by the blast. I then notice that while I was so caught up in dodging the blast, the Scorpion has managed to scale the school building and reach the roof. I attempt to catch up with him by web-propelling myself up there, but it is no use.

The Scorpion is gone.

...

* * *

**A/N: So, what did you think? This was a pretty difficult chapter to write because I wanted to deliver not only a good action scene, but a dramatic one as well. So, let me know what you thought in the review section. Whether you loved it or hated it, I'd like to know.**

**Thanks for reading!**


	11. Chapter 11

**Disclaimer: I do not own any of the characters present in this story. All rights belong to Sony and Marvel.**

* * *

_48 hours later…_

Nothing's been the same since the Scorpion attacked our school. What do I mean by that? Well, it's simple. The school board has shut down the building for the rest of the week in wake of the attack. Not only is the building trashed, but no one is really in the right mind set to be doing any sort of work right now. I go on Facebook and read about all of these posts saying that kids can't sleep or are having nightmares about the attack. They don't say whether they're about Spider-Man or Scorpion, but to be honest, I couldn't care less.

Then, there's Aunt May. She's been worried sick about me and my safety ever since my arm was busted up a few days ago, but now that the Scorpion has attacked our school, she's worrying herself sick. She won't let me go out of the house and she's watching me 24/7. She's constantly checking up on me and making sure I'm okay, and to be honest, it's like she's treating me like a baby.

Right now, it's 7:13 a.m. and I'm still in my bed, lying alone. All I've been able to think about is the Scorpion. What does he have against me? What do I do to stop him? What is he going to do next and when? I don't know the answer to any of these questions, but if there's one thing that I do know, it's that I have to do something to stop him, and I have to do it now. I can't just sit around and wait for him to strike first. I have to beat him to the punch.

Luckily for me, my arm has managed to heal almost completely, along with the minor leg injury that he gave me at the school. So, I'm back in top fighting condition, provided I don't get injured again. This will be a good advantage for me against the Scorpion, because he's made it clear during our past battles that he truly is a worthy foe for me.

Just at that moment, I hear my phone vibrate on the table beside me. I pick it up to see what's going on and see that it's a Facebook notification. Apparently, Gwen has updated her status. I decide to open the message and read it, only to find this:

_I wish I could feel safe. _

This statement really hits me in the core. I think to myself that if she and I were still together, she would be able to feel safer than the police could ever make her. I would protect her with every ounce of my body. I would give anything for her, because I love her. Even though we're broken up, I still love her more than anyone else on the planet.

Is that pathetic to say?

Before I have the time to think of an answer, I hear a door open and close from down the hallway. There's only one person it could be that opened the door; Aunt May. She must be awake. She hasn't been sleeping well since the attack on the school, either. It is at this point that I make the decision to get out of bed and accompany her downstairs. Right now, it's probably best that I'm with her.

As such, I manage to roll out of my bed. I head across the hallway to the bathroom to freshen myself up and apply some gel to my hair. I only put a fingertips worth in. I just want a little poof and that's it. After I do this, I exit the bathroom and head downstairs to the kitchen, where I find Aunt May making coffee. Upon seeing me, Aunt May smiles and begins to speak.

"Good morning, Peter," she says.

"Morning," I say.

"How are you doing today?"

"I'm fine I guess."

"You guess?"

"I'm just tired."

"Oh," she says.

I sit down at the table and see that the TV is on. What is playing? Well, it's the one and only J3 Communications network, with their top anchor J. Jonah Jameson reporting on some bank robbery. I don't know how that guy gets such good ratings, because he's a complete dick. Just after the bank robbery story ends, he decides to report on the one story that's been on my mind since it happened; the Scorpion at Midtown Science.

"_There is still no sign of either Spider-Man or the Scorpion, who were last seen attacking an innocent high school in the heart of our fair city. If you ask me, they're both cowards. Attacking innocent children and then going into hiding; only pathetic scum would do such a thing. That's why I'm calling for both of their immediate arrests."_

It is at this moment that I walk over to the TV and shut it off, because had I not, I probably would've started yelling at that dick to get a life and stop trashing me.

"Something wrong, dear," Aunt May asks me.

"Huh…oh, no, I'm fine," I respond casually.

"Would you like some breakfast?"

"Sure, yeah."

I sit back down at the table and Aunt May places a glass of orange juice in front of me, which I quickly chug down half of in 30 seconds. After a few more minutes, she places a plate of toast in front of me, which I immediately dig into. She also proceeds to sit down at the table with her coffee. We spend a few minutes in silence, but eventually, Aunt May speaks.

"So, Peter, there is something that I wanted to discuss with you," she says.

_Oh boy_, I think to myself, _this can't be good_.

"About what," I ask casually.

"Well, you know how I'm friends with Anna Watson, the woman who lives next door to us?"

"Yeah," I say.

Truth be told, Aunt May and Mrs. Watson are practically inseparable. They are always going shopping together and hanging out doing stuff, whether it be knitting, doing chores, or just plain old chatting, they've been friends since as long as I've lived here. Ever since Uncle Ben was murdered a few months ago, their friendship has strengthened substantially.

"Well, her niece, a girl named Mary Jane, has recently moved in with her."

_I don't like where this is going._

"Yeah..."

"So, I was hoping to have her and Anna over for dinner tonight. Do you think that would be okay?"

_Phew_, I think to myself, _that was a close one_. For a second there, I honestly thought Aunt May was about to ask me to go on a blind date with Mary Jane. First of all, I hate blind dates, and second, it's much too soon after my break-up with Gwen for me to be dating anyone in any way at all.

"Oh, uh, sure," I simply say.

"That's great, Peter. Trust me, you will love this girl."

"Cool," I say.

After this conversation, I proceed to finish my breakfast and place my dishes in the sink. I then decide to go up to my room and grab my backpack. I need to get out of the house and find some info on the Scorpion. I don't care what Aunt May says; it needs to be done.

I walk down the stairs only to find Aunt May in the kitchen doing dishes. I attempt to sneak to the front door, but end up stepping on a squeaky floorboard on my way there, prompting Aunt May to come over to my location.

"Where do you think you're going, mister," she asks sternly.

"Out," I say simply.

"Oh no, you are not. Not with all of the dangerous people that are out there."

"Aunt May…" I attempt to say, but Aunt May cuts me off before I can continue.

"No buts, mister," she says, "You're staying right here where I can keep an eye on you."

"Huh…okay," I sigh.

"Thank you," she says, "Now, why don't you go and watch TV or something."

"Actually, uh, I'll think I'll just go and listen to some music."

"Whatever you want, dear."

After she says this, Aunt May returns to the kitchen to continue washing dishes. I, on the other hand, head upstairs to my room. However, it is not to listen to music as I told my Aunt I would do. Instead, I enter my room and open the window. I then lean out of it slightly in order to make sure that the street is abandoned. I'm in luck, because it is. So, I proceed to grab my backpack and jump out onto the grass below. Our house isn't very tall, so it's not too bad of a fall.

Once on the ground, I proceed to walk down the block and into my usual alleyway, where I change into my Spider-Man suit which I kept in my backpack. Now, I'm ready to go on my investigation.

First stop: Manhattan Police Department

* * *

_Meanwhile…_

Discouraged by his defeat at the hands of Spider-Man and the NYPD, the Scorpion returns to OsCorp Tower to pay a visit to his creator.

"Warren," the Scorpion shouts upon entering the offices of said creator.

"Warren, where are you?"

Unbeknownst to the Scorpion, Dr. Warren is standing behind him, a pistol in hand, attempting to work up the courage to face him.

"Warren, where the blazes are you?"

At last, the Doctor works up enough courage to speak and proceeds to do so.

"Right here, Scorpion," he says.

The Scorpion turns around to face the man who gave him his incredible powers, only to be disappointed at the sight of him with a gun.

"Really, Warren? A pistol?"

"I'm sorry, Scorpion, but after everything's that's happened you clearly cannot be trusted."

The Scorpion is unimpressed by the Doctor and proceeds to raise his tail above his shoulder. However, instead of firing at the doctor, he proceeds to fire only at the pistol, hitting it before Dr. Warren can move his arm. The blast melts the pistol into a puddle of nothing. Meanwhile, Dr. Warren is frozen in place, afraid of what the Scorpion is going to do next.

The Scorpion proceeds to walk closer to Warren and proceed to speak once more.

"Listen, doc," he says, "I got a proposition for you."

This is not what Warren expected to come out of the Scorpion's mouth. As such, he is intrigued.

"Why would I barter with such a maniac as you?"

"Because," Scorpion says, "You're the one who gave me my powers. The way I see it, you're being hypocritical by calling me a maniac."

"I was testing out a simple scientific experiment, it was you who allowed the power to go to your head, and it was you who used it for evil purposes."

"Whatever, whatever. Just, hear me out, okay doc."

After a moment of hesitation, the doctor realizes that he has no choice but to listen to what the Scorpion has to say. As such, he decides to do so.

"Fine," Warren simply says.

The Scorpion grins and begins to speak.

"Look, this power that you gave me is absolutely amazing. I've never felt better in my whole life."

"Uh-huh."

"However, you know that I recently suffered a defeat at the hands of Spider-Man and the NYPD, and that simply won't stand will it?"

At this point, Dr. Warren is skeptical of what will next come out of the Scorpion's mouth. However, he knows for sure that it won't be good.

"Okay..." Dr. Warren replies.

"So, I was hoping that you could make me even more powerful than I am now."

Yep, he was right; not good.

"Are you serious," Warren asks.

"Dead serious."

"I'm afraid that I can't help you at all."

The Scorpion is baffled and angered by this statement and demands an explanation.

"What," he yells, "Are you kidding me?"

"No, Gargan," Warren says, "I'm _dead_ serious."

"Why not?"

Warren does not take time to think over his answer, and instead blurts out what he has been thinking since the Scorpion pitched this offer to him.

"Why should I give more power to a psycho who's just going to use it for evil? You've clearly proven that you have absolutely no sense of morality in you, what with attacking innocent children at a school."

"Yeah, but I didn't hurt any of them."

"Maybe not, but you have emotionally scarred them for the rest of their lives. They will never feel safe going back to that school again."

"So, who cares? School's for suckers."

"It most certainly is not."

"Well, of course you would think that."

"What is that supposed to mean?"

"Whatever, nothing."

By this point, both Dr. Warren and the Scorpion are fuming with rage internally. Scorpion has just about had it with Dr. Warren's stubbornness, and Dr. Warren is fed up with the Scorpion's lack of morals. Ultimately, one of them is bound to crack at any second. The question is, though, which one will go first.

"I refuse to help you at all, Scorpion. Now, I will politely ask that you shut the door on your way out."

This statement seals the deal; the Scorpion is furious.

"Is that so, huh," he asks evilly, "Well, I'm disappointed, doctor. I really thought we had a great relationship."

"We never did and clearly never will."

"Well, that's too bad...for you."

"What?"

Before the Scorpion answers the doctor's question, he raises his tail and fires a blast of acid directly at the doctor's stomach, which hits him square in the target area. The doctor falls to the ground in excruciating pain and anguish, while the Scorpion walks over and stands over him.

"Let me give you a little advice," Scorpion says, "It really isn't wise to piss off dangerous men."

Dr. Warren does not have time to respond to this statement before another blast of acid is shot at him, this time at point-blank range. The blast hits him square in the face, killing him instantly. After a few seconds of making sure that he's dead, the Scorpion stands triumphantly over his creator's dead body. However, he soon gets bored with it and decides to move on.

He'll just have to find power some other way...

* * *

_Meanwhile..._

I hate lying to Aunt May like this but I have no other choice. I have to find some dirt on the Scorpion and I have to do it before he strikes again. I can't allow anyone else to be put in harm's way. That's why I'm currently swinging through the streets of Manhattan, New York. I have to go to the one person who I know for a fact should be able to at least give me some sort of info.

So, I fire web-line after web-line at building after building until finally, I reach my destination; the Manhattan Police Department. Here, I'll be able to find Detective Terri Lee. She's the top person to go to when a mystery comes up, and right now, the Scorpion is one big mystery. So, she's the right person for me to see.

I arrive at the police station and cling to the exterior wall. I look in a window to find a bunch of stray officers and workers running about, attempting to get their jobs done. However, there is no sign of the woman that I'm looking for. As such, I decide to scour the building until I find her. I climb around for at least 10 minutes, looking through window after window, until finally, I find her in a private office.

The moment I find her, I knock on the window softly; just enough to stir her attention, but hopefully not scare her too much. She hears the knock and turns around, only to see me outside of the window. She walks over to the window and opens it up.

"Spider-Man," she says, "To what do I owe the pleasure?"

"Hey, Detective," I say casually, "I need your help."

"If its fashion assistance you need, I'd start by ditching that whole outfit," she quips. She and I are very much alike in terms of our sense of humor.

"Ha, no," I reply while climbing through the window and into her office, "I need information."

"On what?"

"The Scorpion."

The moment I say the name, Det. Lee's face goes from a smile to a grimace. That's probably not a good sign.

"And, why do you need info on him exactly?"

"I have to find him and stop him before he can hurt any more people."

Det. Lee is silent for the next few seconds, obviously mulling things over in her head. I wish I knew what she was thinking right now.

"I'm sorry; Spider-Man, but I can't help you."

"Why not? Aren't there files on him?"

"Yes, but very few. You see, we don't know much about him either."

"You probably know more than me."

"Maybe, but even so, I can't allow you to see them."

"Why?"

"It's classified information."

"So?"

"So, that means I can't show it to you."

"You've shared classified info with me, before."

"Name it."

"The Shocker's credentials. You allowed me to read and analyze his files."

"Correction, Spider-Man; Capt. Carter did. You two were working together to stop the Shocker, so of course he let you see them. However, at this moment, no such alliance exists, so I'm afraid I can't help you. Plus, it was illegal for you to see those files anyway."

"Carter allowed it."

"Yes, because he was being careless. I, on the other hand, am a lot more abiding by the rulebook, and since you are not a registered person, I cannot show you the files."

This statement truly shocks me. After everything that the NYPD and I have been through together, stopping both the Lizard and the Shocker; I' m not allowed to see some files all because I'm not registered. I would've thought that they would have the decency to know who I am and to show me the files without question, but I was obviously wrong.

_Maybe if I try one final sales-pitch, then she'll let me see them_, I think to myself.

However, before I am able to say another word, the door to Det. Lee's office bursts open and an officer runs in.

"Det. Lee, Det. Lee," in-between gasps for air. Obviously, he came here in a hurry, or he wouldn't be out of breath like this.

"What is it, Hank?"

"Miles Warren has been murdered."

...

* * *

**A/N: So, what did you think? Fun? Boring? Let me know in the review section. **

**Thanks for reading!**


	12. Chapter 12

**Disclaimer: I do not own any of the characters present in this story. All rights belong to Sony and Marvel.**

* * *

To be honest, I didn't see this coming.

When I came out here today, I intended to spend my time digging up dirt on the Scorpion. I never thought that I would find myself heading to investigate a murder at OsCorp. Needless to say, this was truly unexpected.

So, right now, I'm swinging from building to building through the streets of Manhattan, headed for OsCorp tower. The police are right behind me, just as interested in this case as I am. We all know that what we're about to see will most likely be very disturbing, yet that does not stop any of us. We have one goal in mind: figure out the circumstances of the murder.

After about 10 minutes of travel time, we finally arrive at OsCorp tower. However, while the police opt to take the elevator up to the crime scene, I opt to take my own route. So, after learning of the location of the scene within the tower, I decide to web-propel myself up the building and then cling to the wall, climbing the rest of the way. After a few minutes, I reach the floor of Miles Warren's office, the crime scene. I manage to get in through an open window in a janitor's closet. Once in, I exit the closet and walk to the scene of the crime, arriving in the middle of the police questioning Donald Menken, the acting head of OsCorp.

"So, do you know of anyone who would've wanted to kill him," I hear Det. Lee ask Menken.

"No," I hear Menken say, "I don't."

"Are you positive about that?"

"Yes, I am," Menken says forcefully. It's easy for me to tell that Menken isn't a fan of the questioning process.

I proceed to walk over and interject into the conversation.

"Excuse me, Det.," I say, "May I have a word with the man?"

"Spider-Man, this is an official questioning," she says, "You have no right to come in and interrupt."

"No, it's okay," Menken interrupts, "I'll talk to you, Spider-Man."

I look back at Det. Lee and see that she has an unimpressed look on her face. However, she does comply with Menken's wish and allows me to speak with him.

"Huh…" she sighs, "Go ahead."

"Thank you, Det.," I say politely.

"Yes, thank you Det.," Menken says.

I proceed to lead Menken over to a secluded corner of the room so that I can speak to him in private. When we get over there, I begin to speak almost immediately.

"Alright," I say, "Let's just get down to business. I'm not going to question you about a bunch of crap, because I could tell by your interview with Det. Lee that you're not a big fan of that. So, I'm simply going to have you tell me a story."

"Okay…" Menken says in a confused tone.

"I need you to tell me all about Miles Warren. What kind of a guy was he? Was he a good worker? What kind of projects did he work on? All that stuff. Kay?"

Menken hesitates to answer me for a second, but eventually does.

"Fine," he says.

"Awesome; start whenever you want to."

After taking a minute to collect his thoughts, Menken begins with the story.

"Alright," Menken says, "Here's what I know. Warren was a pretty good guy. He was always nice to everyone and was always willing to lend a helping hand to anyone who needed it. Needless to say, he was an office favorite around here. He was a pretty good worker too. In fact, some people called him a workaholic; what with him always working long hours into the night and refusing to ever stop until he'd achieved his goal. On top of that, the guy was a genius. He could build or synthesize anything that you could possibly think of, and it would work. Some of the things he would build you honestly couldn't believe he'd managed to do. He was incredible."

At this point, Menken's story is really starting to get me thinking. To me, it sounds like Warren was a nice guy with profound intelligence. So, what about that would motivate someone to kill him? I have a few ideas, but I don't want to make any preconceived notions. So, I simply allow Menken to continue on with what he was saying.

"Warren was the kind of guy that you went to when you needed something done. He'd do what you wanted and exceed all expectations. That was what was so great about him."

"I see," I simply say, "Anything else?"

"Well, there is one thing," he says, "He didn't always mention to others what projects he was working on. Like recently, he was working on this super top-secret project that not even I knew what it was. He'd done that before, but this one seemed to be his biggest secret. No one ever knew what exactly he was up to."

This explanation has got me intrigued now. I get the feeling that whatever this secret project was, it had something to do with his death. He just happens to coincidentally die right as he is working on something top-secret? I doubt it. So, this has definitely got me interested. However, I can't investigate the matter with Menken here, and he's clearly already told me everything he knows. Though, if my instincts are right, there might be some clues left around the office.

"Thank you, Mr. Menken," I say, "You've told me all that I need to hear."

The moment I say this, Menken looks at me dumbfounded.

"Are you serious," he asks me, "That's it?"

"What," I ask, "I told you all I needed was a story. You gave me just that, so I no longer need you."

Menken looks at me suspiciously, but figures out that I'm being serious. As such, he complies with my releasing of him.

"Okay," he says.

"Thank you for your time."

"You're welcome."

With that, Menken walks away back across the office, only to be hounded by Det. Lee almost immediately. I, on the other hand, proceed to walk around the office, looking for any sort of clue into the secret project that Dr. Warren was working on. I don't make my motions too conspicuous, as I don't really want Det. Lee to know what I'm doing. She'd probably yell at me for messing with evidence. She has a great sense of humor, but she's also very strict. It's what I like about her, but it can also be very annoying at times. So, I quietly walk around the lab, looking for anything that could be a sign or a clue. However, I find nothing of the sorts.

Eventually, my search brings me to Warren's personal office, which is closed off from the rest of the lab. This means that I won't have to be as inconspicuous anymore, which is a good thing. I find myself at Warren's desk, and I see that it is cluttered with papers and files of all sizes. I don't know precisely what any of it is for, but from the looks of the stuff, it doesn't appear to be evidence. Half of the papers mention taxes, so I doubt that'll help me. I proceed to quietly open the drores of the desk and look carefully through all of the files inside of it. It takes me a bit, but eventually I manage to find something that might be of use to me. It's a file with the words _Scorpion CSE_ written on it. I'm not quite sure what the acronym stands for, but its mention of a scorpion has definitely got me intrigued.

"Spider-Man," I hear someone suddenly say, "What precisely are you doing?"

I look up and see that Det. Lee is standing on the other side of the desk looking down at me. I must've been so engrossed in my search that I didn't hear her enter the room.

"Uhhh…" I struggle to come up with a good lie to tell her, and as such, end up sounding like a bumbling idiot. However, the one thing that I do manage to do correctly is hide the file under the desk, making Terri unaware that I've pulled it out.

"Listen, Spider-Man. I don't see any need for you to be here. You're not doing anything to help us, so why don't you just head out."

_Oh, how wrong you are_, I think to myself, _I'm doing more than any of you_.

However, despite my internal protests, I decide to comply with Det. Le's request. Besides, I think I have what I'm looking for, so I guess I can be done for now.

"Alright," I say.

"Good," Det. Lee says, "Why don't I see you out?"

The moment Det. Lee says this, I cringe internally. I can't allow her to see me out because she'll discover the file that I'm hiding. So, I'll have to find a way to get her off of my butt.

"Uh, no that's okay," I say to try to persuade her.

"No, Spider-Man, it's not. I can't simply allow you to leave a crime scene un-supervised. So, I'll have to see you out.

_Dangit_

At this point, I'm desperate for a way out, so I try one final thing.

"Okay, I say, just let me clean up a bit."

"Alright."

At this point, I pull a file out of the drore and drop it on the ground, under the desk.

"Oops, hang on, just let me get that," I say and dive under the desk.

While under the desk, I lift up my shirt, grab the Scorpion file, and stash it in my suit. It's not the most sanitary thing to do, but it's my only option right now. I then proceed to grab the file that I purposely dropped and get out from under the desk. When I come back out, I face Det. Lee once more.

"Alright, I got it," I say while re-inserting the file into the drore and closing it.

"Good, now let's go."

"Right."

At this point, I get up from behind the desk and follow Det. Lee out of the office, through the lab, and into the elevator. During the ride down to the ground floor, Det. Lee says one thing and one thing only to me.

"Look, Spider-Man," she says, "I don't know what your involvement in all of this is, but you really should leave this to the police, what with the way you've been pounded by him in the past."

This statement truly shocks me. I know that the Scorpion gave me a beating before, but it wasn't so bad. I recovered in about 48 hours, so I'm perfectly capable of fighting him, contrary to Det. Lee's belief. However, despite these internal thoughts, I do not protest. Instead, I simply remain silent until we have reached the ground floor.

When we're finally down, I say my goodbye to Det. Lee and take off outside. Once out, I fire a web-line at a nearby building and swing off back towards my home. I don't know how long I've been gone, but I don't want to make Aunt May suspicious of me, so it's probably best that I head on home. Plus, the privacy of my bedroom will give me a good place to look over the files I currently have stashed in my suit.

So, I swing from building to building on web-line after web-line, a step closer to learning more about the Scorpion.

* * *

_Meanwhile…_

The Scorpion is hiding out in a stray motel room that he jacked from a random guy. Luckily, there wasn't anyone in either room next to him, so no one heard him take over the room. So, he gets a decent enough place to stay for the night, and it's for free. However, his accommodations right now don't make up for how badly he's feeling.

Now that he's killed his creator out of anger, he faces one particular problem; he now has no way to get more power. The one person who knew how to get him even more power than he has now is dead, and it's all because of him. Needless to say, he's angry. On top of that, he's a wanted fugitive for robbery plus breaking and entering. Not to mention, it was a school that he broke into. So, he's sitting in the middle of a motel room, trying to figure out a way to get himself out of this mess. The answer would obviously be to get even more power, but he has no way to do so.

However, just at that moment, a realization hits him square in the head. There is one other person on Earth who knows about cross-species genetics, and who might be able to figure out a way to give him even more power than he has now.

Dr. Curt Connors

The only thing is though; Connors is locked up in Ravencroft Mental Institution. However, that won't be a problem for the Scorpion, what with his current powers; he should be able to get past the pitiful security of a mental institution.

However, the best way to find out is to actually do so…

* * *

_Back at the Parker House…_

After changing out of my costume very quickly, I check in with Aunt May in order to make sure that she's not suspicious of me. Luckily, she just assumed that I fell asleep while I was listening to my music, so she doesn't suspect a thing. That's a good thing, as I really don't need her suspecting anything, what with her frail state. I will still never forget when she went to the hospital last month, mainly because it scared the crap out of me. However, I try to think about that as little as possible.

So, after making sure that Aunt May isn't suspicious, I proceed to head back to my room to go through the _Scorpion CSE_ file that I took from OsCorp. I don't know what I'm about to find, but the fact that it has the term Scorpion on it makes me curious. So, I head up to my room, hit the automatic lock on my door, and open the file.

The first thing I see is a paper detailing the Scorpion's levels of strength, agility, dexterity, and speed. If I were a gamer, I'd call these 'character stats' but they're clearly more than that in this case. The levels appear to be relatively good, which doesn't surprise me based on the fact that a guy with humanoid Scorpion powers managed to absolutely pummel me. I move that paper to the side and find just a few miscellaneous papers of what appear to be an outfit resembling the one that the Scorpion wears. If anything, this file confirms my suspicions of this folder being about the Scorpion. I take a look at them, but they provide no useful information for me. However, after I manage to get those drawings out of the way, I find what I am really looking for; a personal file. Now we're talking.

I take a look at the file and the first thing I notice is that there is a picture of a guy paper-clipped to the paper. I look at the man but don't recognize him. As far as I can remember, I've never met him or had a run in with him before. So, I simply toss the picture to the side and take a look at the text on the paper. The very top of the paper says that his name is Macdonald "Mac" Gargan. His measurements are 6'2 and 210 pounds. While all of this, especially the name, is useful info, it's not helping me to figure out the Scorpion's weakness in any way, so I decide to move on to the next paper.

The next file I find has a symbol I'd hoped I'd never seen again, double zeros. That's the cross-species symbol. However, just at that moment a realization hits me.

The Scorpion is a cross-species hybrid created by Warren. That's why he's so strong, and that's why he can do what he can do. Suddenly, a lot of things make a lot more sense. I don't know why I didn't figure it out before, but now that I have, I realize exactly what I'm dealing; the world's second successful cross-species hybrid.

Well, now that the Scorpion's origin is cleared up, only one question remains; how did Warren do it? Not even Connors, the man who created cross-species genetics, could figure it out. We still don't know how it worked so well on me, but we do know that the decay rate algorhythm that my father had in his briefcase was unbalanced. So, it couldn't have been that that he used. So, he must've figured out a new algorhythm or a different way to make it work entirely. Whatever the answer is, the reality is that he did it, and he used it to create a new supervillain.

_Wait a minute_, I think to myself, _didn't Menken say that Warren was a nice guy_?

This little realization prompts me to question everything I've been told about Warren. Maybe it's not his fault that the Scorpion is the way he is, but maybe it is. I honestly can't be sure, but it's not like I can exactly ask him now; he's dead.

Right now, I don't have time to worry about that; right now, I have to worry about stopping the Scorpion. He's still out there, and who knows when he'll strike next. Coming up with a plan to stop him has to be my top priority right now. However, one is not immediately coming to mind. To be honest with you, I have no idea how I'm going to deal with him. I mean, the last time I faced a cross-species mutant, it was Connors and I used…

*facepalm* _Connors,_ I think to myself, _of course_.

That's how I'll defeat the Scorpion; I'll get help from the original cross-species expert himself. I'll get him to help me take down my greatest enemy yet.

The only problem is that he's locked up in Ravencroft Mental Institution. I have no way to get to him. The only way I could possibly reach him is if I secretly manage to break into the Institution and find his cell. At this point, that appears to be my only option. I have no other way to get into contact with him. The thing is, though, breaking and entering isn't exactly my style. However, it would appear as though I don't have any sort of choice. It's either get to Connors or deal with the Scorpion on my own. Frankly, I like the first option better.

So, with that in mind, I open the window of my room and look out of it, checking to make sure that there is no one on the street below. Once I see that it's clear, I grab my backpack, Spidey suit inside, and jump from the window. After landing on the ground, I walk a few blocks to my usual alleyway and change to my Spider-Man suit. I then proceed to fire a web-line at a nearby building and swing away towards my goal.

Next stop: Ravencroft.

* * *

**A/N: How did you guys like it? Did you think it was fun? Boring? Let me know in the reviews section. All feedback is welcome. **

**Thanks for reading!**


	13. Chapter 13

**Disclaimer: I do not own any of the characters in this story. All rights belong to Sony and Marvel.**

* * *

I swing from building to building, internally preparing myself for what I'm about to do. I don't know how this is going to go, but I need to do this. It could be the only way for me to defeat the Scorpion, and Dr. Connors is the only man on Earth who knows about cross-species genetics to the level in which I need it. However, what I'm about to do is against all of my morals. Never did I think I would find myself breaking and entering, but at this moment, I have no choice.

So, after a 20 minute web trip, I find myself across the way from Ravencroft Mental Institution. I perch myself on the roof of a building opposite the institution and observe the people and objects surrounding it. There are two security guards patrolling the exterior of the building, which shouldn't prove to be a problem for me. I can simply web-propel myself over to the roof of the building. With that in mind, I fire two web-lines at the building, take a few steps back, and then propel myself across the way and onto the roof of the Institution.

Once on the roof, I remain motionless and silent for a minute in order to try to maintain secrecy. In case anyone saw or heard me propel over, hopefully a few minutes of silence will shake their suspicions. After a few minutes pass and no one comes by, I get up and look around the roof. It is a completely flat surface with the only hole in it being a single air vent. However, that's all I need. I walk over to the air vent and pull the cover off of it. I then proceed to lower myself down into the ventilation system and begin to crawl through it.

I have no idea where Dr. Connors cell is exactly, so it looks like I'm going to have to do some searching. I'll just have to climb through the vents, looking in cell after cell until I find him. If there was a faster way out of this, I would take it, but right now, this is all I can do. As such, I proceed to head off through the vent and begin looking through covers, hoping every time that I'll stumble across the cell of Dr. Curtis Connors. However, after searching through many, many cells, I do not manage to find him. I search cell after cell after cell and have absolutely no luck Just as I think that I'm out of luck, though, I stumble upon the cell that I'm looking for. The cell contains the one man I've come to see.

I look through the vent cover to the cell that shows into the room and see Connors sitting on his bed, simply looking at the ground. He doesn't appear to be doing anything other than just simply sitting there. It's almost kind of sad in a way. It is at this point that I grab onto the vent cover and slowly and quietly remove the cover to the ventilation system, but just as I am about to push it off, Connors speaks.

"To what do I owe the pleasure of Spider-Man's presence," he suddenly says.

I guess he knows I'm here. I don't know how exactly, but I guess he knows. So, I simply push the cover, not caring how I do it, and crawl out of the vent system and onto the wall. I then lower myself down to the ground and stand on the floor. I proceed to turn to Dr. Connors, remove my mask, and begin to speak.

"Hey, Doc," I say.

"Hello, Peter,"

For a minute, neither of us says anything. We just sort of stand/sit in an awkward silence, kind of unsure of what is going to come next. However, I eventually decide to break said silence.

"So, how are you doing in here," I ask him.

"I'm fine, Peter," he says with a slightly sad tone in his voice, "However, that is clearly not what you've come here to talk about."

"What?"

"You and I both know that you've come here for a special reason, or else you wouldn't have bothered risking your reputation as Spider-Man by breaking and entering a mental institution."

"Right, right."

"So, why don't we just simply cut to the chase and get to the reason you're here."

"Right," I say, "Listen, I need your help."

"Obviously."

"Have you been following the news at all?"

"No, Peter, in case you're unaware, we don't have any access to the outside world in here, so I wouldn't know if the U.S. was at war."

"Oh, right. Well, listen, there's this guy who's a cross-species hybrid..." Before I can finish my sentence, however, Connors cuts me off.

"Ahhh...and there it is" he says, "There is the reason you've come here. I'm afraid however, that I can't help you."

This statement takes me by surprise. I didn't expect to be turned down without even asking for what I need of him.

"Doc," I say, "I really need your help."

"Well, I'm afraid you're out of luck."

"But..."

"But, nothing, Peter," he says sternly, "I can't help you."

At this point, I'm getting slightly pissed off. I didn't expect Connors to be this stubborn. However, the emotion that's really taking me over right now is curiosity. Why is he being this way?

"Doc, why not?"

"I don't want anything to do with cross-species genetics ever again," he says.

Right as he says this, my heart begins to sink. It is clearly evident at this point that it's going to be tough for me to convince Connors to help me.

"Doc," I say, "I need you."

"Peter, you sound like I just broke up with you," Connors quips.

"Heh," I laugh, "Seriously though, you're the only one who can help me."

"No, I'm not. I refuse to work with anything involving cross-species genetics ever again."

"Why?"

"After what happened with the Lizard and everything, it has been proven to me that it is a crazy, crackpot idea."

"Doc, no it isn't."

"Why not?"

"Look at me."

"What about you?"

"It worked on me, so it can't be a crackpot idea."

After I say this, we both go silent for a minute. Connors is clearly thinking things over in his head, and I am simply waiting for him to speak once more. Eventually, he does so.

"That is a good point, Peter," he says, "However, I have no idea how. As such, I am of no use to you."

That statement really makes no sense to me at all. As such, I ask him to elaborate.

"What?"

"I have no knowledge of cross-species genetics that will actually work, so as such, I am of no use to you."

"Doc, that's not what I'm asking of you."

"So, what are you asking of me?"

"I need a cure."

The moment I say this, Connors' eyes go wide. I don't know what precisely he's thinking, but it definitely is of interest to me.

"For what," Connors simply asks.

"There's this guy running around with the powers of a Scorpion, and I have no way to defeat him without your help."

Connors, at this point, takes a moment to contemplate what I've just said, and as such, does not speak. After a few minutes, he speaks once more.

"So, what you're asking of me is to create a cure for Scorpion DNA in a human test-subject?"

"Yes."

"I'm not sure, Peter."

"What do you mean?"

"I mean, I know that a cure is something that I'm capable of synthesizing, granted I'm given the proper information, but what is really bothering me is the idea of confronting the science again."

_Oh great_, I think to myself, _so I haven't really made any progress at all_.

"Doc, listen," I say, "I need you. The city needs you. This Scorpion guy is the most powerful and dangerous villain I've ever faced, and the only way for me to beat him is with your help. Please, Doc, I need you."

After I say this, we both go silent for about another minute, with Connors contemplating things in his head, and me hoping that I'll like what he says next.

...

_Meanwhile…_

* * *

The Scorpion has arrived outside of Ravencroft Mental Institution. He has one and only one goal in mind; spring Curt Connors. He is the only one left on the planet that knows about cross-species genetics, so he is the only one who can help him get even more power for himself. As such, the obvious thing for the Scorpion to do is to spring him from his cell and to force him to help. Of course, this time he won't kill him like he did with Dr. Warren, but he'll act like he is about to. There's no way this guy would be stupid enough to defy him.

So, the Scorpion walks up to the front doors of Ravencroft and prepares to make his grand entrance.

* * *

_Inside…_

"I'm sorry, Peter," Connors says, "I can't help you at all."

At this point, I'm about ready to give up. There doesn't seem to be anyway for me to convince Dr. Connors to help me. I decide to make one final sales-pitch to him, and if this doesn't work, I'll just have to figure out a way to defeat the Scorpion myself.

"Listen, Doc, think about it. This could be your big chance to redeem yourself. This is your chance to show the world that you aren't a monster. This could be your comeback."

"Peter," he says sternly, "I can't help you. I'm sorry."

_That's it_; I think to myself, _I'm done_. There's clearly no way for me to convince Connors to help me defeat the Scorpion, so I'll just have to move on.

"Fine, Doc" I say while pulling my mask back over my face, "I'll just find some other way to fight the Scorpion. I'm sorry to have bothered you."

"Thank you for respecting my choice, Peter," he says, "I'm sorry."

Just as I am about to crawl onto the wall and climb back into the vent, I feel a tingling in the back of my skull; my spider-sense. There's some source of danger nearby.

All of a sudden, I hear a large 'boom' from out of my left ear, which sends vibrations through the walls and shakes the one I'm near.

"What was that," Connors suddenly asks.

"I don't know," I say. Just then, my spider-sense tingles again and harder this time. The danger is closing in.

Suddenly, the door to the cell is ripped open and thrown away. When I look over to the door, I see the one person I really didn't want to; the Scorpion.

"Dr. Connors, I presume," he says.

I look down at Connors and see that he is absolutely terrified. Before the Scorpion can make a move, I jump in front of Connors to protect him. The moment I do this, the Scorpion notices me and scowls.

"Spider-Man," he yells, "Why do you always show up no matter where I go?"

"It's your magnetic personality," I quip.

"Well, get out of the way. The Doctor and I have some business to attend to."

"I don't think so, Scorpion. We're in the middle of our weekly sewing club."

Just after I say this, the Scorpion fires a blast of acid at me. Instead of ducking out of the way, I pick up a stray piece of debris and chuck it in the way. The blast melts the debris, leaving both me and Connors unaffected.

"You stupid, wall-crawler; get out of my way!"

At this moment, the Scorpion charges towards me and tackles me to the ground. We both fall onto the cold, hard concrete floor, with me taking the brunt of it. The Scorpion then proceeds to pin my arms to the ground in anger. Just as he does this, he raises his tail up above his head and fires a blast of acid at my head, which I manage to dodge, albeit by literally a millisecond.

"Errr…stay still you pest!"

"You know, 'pest' is such a harsh word."

Right then, I manage to kick the Scorpion off of me and into the wall behind me. I proceed to stand up and face Connors once more.

"Come on, Doc," I say while picking him up in my arms, "Let's get you out of here."

Once I have him in my arms, I proceed to run out into the hallway and down it, running at top speed away from the Scorpion. While running, I see several downed security guards lying on the floor unconscious. Obviously, the Scorpion had his way with them on the way to Connors' cell.

"Peter," Connors suddenly says, "What's going on?"

"I'll explain when we get out of here, Doc. Right now we need to get you to safety."

Just then, I manage to find a stray janitor's closet, which I believe to be a perfect place to hide Connors for the time being. So, I open the door, walk in, and set Connors down on the ground.

"Stay here until I come back," I say.

"Alright," Connors says with a scared tone in his voice.

With that, I back out of the room and close the door, only to see the Scorpion running down the hallway towards me.

"You won't escape with Connors, web-slinger," he says, "He's mine."

"Would you listen to yourself," I quip, "You sound like I just stole your wife."

The Scorpion is angered extremely by this statement and fires a blast of acid towards me, which I dodge completely. I then proceed to fire a few web-pellets at the Scorpion, which all hit him in the face. While he's shocked by the web-pellets, I proceed to run towards him and deliver a few good punches to his stomach, which manage to knock him to the ground. While he's disoriented, I step towards him and prepare to fire a web-line at him. However, before I can, he sweeps my legs out from under me, obviously having regained his senses. I land on my backside, which ends up hurting my back and butt. However, since I do not have time to wallow in pain, I simply proceed to fire more web-pellets at the Scorpion before he can do anything more to me. Luckily for me, they all hit him square in the stomach.

I manage to regain my footing just in time to dodge a blast of acid from the Scorpion's tail. After I do so, I decide to launch a flying sidekick to the Scorpion's stomach, which hits him dead on.

After I do this, however, it comes to me that I don't have time to fight the Scorpion right now. I have to get Connors out of here before the police arrive, as they will get in the way of my plan if they show up too soon. As such, I need to deliver a finishing move to the Scorpion and I need to do it soon.

As if the universe is responding to my thoughts, at that moment, I begin to hear police sirens closing in on the building. _Oh great_, I think to myself, _just what I need._ Now that the cops are closing in on us, I have to get Connors out of here. As such, I have to distract the Scorpion.

I decide to fire a few a web-line at the Scorpion's eyes, effectively blinding him. Once he's been blinded, I run up to the Scorpion and deliver two smashing jabs to his face. They aren't too bad, but they're enough to knock him to the ground and make him temporarily lose his senses.

With the Scorpion down, I run back to the janitor's closet where I left Connors and rip the door open. When I do, Connors quickly cowers in fear, clearly believing me to be the Scorpion.

"Doc," I say, "It's me; Spider-Man."

When Connors look back at me, he is shown to be relieved.

"Oh, thank gosh," he says.

"Come on, let's get you out of here."

"Right."

At that point, Connors gets up and follows me out of the closet and down the hallway. I look back down the hallway and see that the Scorpion has regained his senses and un-blinded himself. He is proceeding to run towards us, shouting at us as he does so.

"Connors!"

The moment he yells this, Connors freezes in place. That I cannot allow.

"Doc, keep running until you hit the entrance," I say, "I'll hold the Scorpion off."

Connors immediately complies with my orders and takes off down the hallway. Meanwhile, I turn to face the Scorpion one final time.

"Listen, frog face," I say, "Why don't we just leave the good doc out of this?"

"Sorry, Spider-Man," he says, "But, I have business with said doctor."

Just after he says this, he fires another blast of acid at me, which I dodge by jumping out of the way and onto the ceiling. The Scorpion proceeds to do the same, only he also climbs the ceiling towards me once he's up there. I proceed to then jump down from the ceiling, followed by the Scorpion, only to have him punch me in the back of my head. The punch knocks me to the ground, with the Scorpion proceeding to put his foot on me, trapping me.

"It's over, Spider-Man," he says maniacally, "I get Connors, and you get death. Sounds like a fair deal to me."

Just then, the Scorpion raises his tail above his shoulder and aims it at me. At this point, I'm disoriented and unable to think straight. As such, I'm stuck. However, just as I believe him to be about to shoot the acid at me, I hear footsteps rapidly approaching, and about five seconds later, the Scorpion yell in pain.

"Awww..." he yells. The pain of whatever has happened to him causes him to take his foot off of me.

I manage to regain my senses at last and look up, only to see Dr. Connors standing ten yards down the hallway, and a brick about five feet from the Scorpion.

"You should leave him alone!" Connors suddenly says.

At this point, I figure that Connors must've thrown the brick at Scorpion's head, what with Scorpion rubbing his head and there being a brick five feet from him. It's the only logical explanation.

While the Scorpion is disoriented from the hit he took, I take the opportunity to run away from him and over to Connors.

"Come on, Doc," I say while motioning him to run with me, "We've got to get out of here before he comes to."

Connors proceeds to run after me and eventually, we reach the front entrance. There is a gaping hole in the wall, no doubt from the Scorpion. Just as we reach the entrance, I hear the police sirens once more. I know at that moment that Connors and I have to get out of here now. As such, I grab Connors by the arm and run outside.

"Grab on to me, Doc," I say once we're outside. Connors then complies with my orders.

Once Connors has secured his grip on me, I fire a web-line at a nearby building and jump from the ground, proceeding to web-sling us both away from the institution.

"Whoa, Peter, where are we going," Connors asks me, a slight bit of nerve in his voice.

"I don't know, Doc," I say, "Anywhere that's not here."

With that, I proceed to fire web-line after web-line at building after building, swinging us far away from Ravencroft Institution.

...

* * *

**A/N: Alright, so that's that chapter in a nutshell. What did you all think of it? There was a lot that happened in this chapter, so let me know your thoughts in the review section. **

**Thanks for reading!**


	14. Chapter 14

**A/N: Okay, I know I have a lot of explaining to do. It's a really long story, so let me just say that I had something land in my lap and I've been busy with that ever since. So…yeah. Sorry about the wait for this chapter; please forgive me. **

**Disclaimer: I do not own any of the characters present in this story. All rights belong to Sony and Marvel.**

* * *

While Spider-Man is busy dealing with Connors and the Scorpion, his ex-girlfriend, Gwen Stacy, sits in her room, looking through her photo album, when she comes across a picture of herself and Peter Parker. The picture is of the two of them at Coney Island on a ferriswheel. Peter is making a weird face into the camera, while Gwen is looking at him amusingly.

This picture ends up stirring some repressed emotions inside of Gwen. She remembers several other good times the pair had together. The time that they kissed on a rollercoaster, the time they had dinner together at Olive Garden, the time they got ice cream together and Peter dropped his in the middle of the street. For a superhero, he sure can be clumsy sometimes. All of these memories stir up repressed emotions of love and care for Peter.

It is at this point that she begins to wonder what exactly Peter might be doing right now. Is he sitting at home as Peter Parker, or is he swinging around the city as Spider-Man? Is he okay? Is he injured? All of these thoughts begin to develop into a sense of fear. What if Peter isn't okay? What if he's lying in an alleyway somewhere, like when he first fought the Scorpion back when.

All of these thoughts begin to take her over, and she develops a sense of anxiety about the situation. She begins to breathe quicker and soon develops a headache. However, before her attack can get worse, one thought runs through her mind.

_What am I doing_, she thinks to herself, _Peter and I are broken up. What does it matter to me if he's hurt or not?_

With this thought I mind, Gwen begins to calm down slightly. However, she knows that what she is telling herself doesn't matter. She still cares for Peter.

No matter what.

* * *

_Meanwhile…_

We've been swinging through the city for nearly an hour, looking for a place to hide and talk. We can't stop on just any rooftop, as we're now both wanted fugitives. Since Connors isn't supposed to be out of the institution, I technically sprung him. As such, they've probably dispatched the whole police force after us by now, given Connors' reputation.

"Peter," Connors suddenly says, "Do you know where we're going?"

"Yeah, yeah," I say hesitantly. In reality, I'm lying, but I can't let Connors know that. It would freak him out.

We swing through the city for about a minute more before either of us speaks again. When someone does, it is Connors.

"May I make a suggestion?"

"Uhhh…sure," I respond.

"I know exactly where we should go."

"Oh? Where's that?"

"My laboratory."

The moment Connors says this, I am instantly confused. Why would he want to go to OsCorp when he knows that we've just broken the law? It makes no sense at all to me. As such, I decide to ask him.

"What? Why there?"

"No one will see us."

At first, this statement confuses me even more. However, it's after a second of thinking that I realize why he said this; he doesn't mean the OsCorp lab.

"Right, right," I say, "Let's go."

At this point, I take us down towards the streets towards the nearest sewer opening. Why? Because, Connors doesn't mean his OsCorp lab, but his underground sewer lab from when he was the Lizard. I didn't even know that it still existed. To be honest, I assumed that some sort of authorities went down there and tore it apart. I guess not.

So, when we reach the ground, we walk over to the sewer grater in the ground and remove it. I then jump into the hole and fall a little way before I grab onto the side of tunnel. Connors then follows me and I catch him before he hits the murky water. I then fire a web at the ceiling of the tunnel and swing us down in the direction of Connors lab.

After a little while, we manage to reach the lab, and when we arrive, I see that it is exactly the way that I remember it. The papers of the Lizard's plans are scattered all over the desk, the Lizard formula is still in plentiful supply in its case, and the slash marks are still on the wall. It's almost scary.

"Wow," Connors suddenly says, "It's exactly how I remember it."

_Wow_, I think to myself, _it's like he was reading my mind_.

"Yeah," I say, "I would've thought that they would've torn this place down."

"I built this lab down here so that no one could find it," Connors says, "It would've surprised me had it been torn down."

A minute of silence encases us just then, only to be ruined by Connors' deciding to speak.

"So, Peter," he says as I remove my mask, "You came to me asking for my help."

"Yes," I respond.

"While I was initially hesitant to help you, I have now changed my mind."

This statement truly shocks me. I wonder to myself what exactly it is that made Connors change his mind. However, I'm not complaining; I could use the help.

"You have," I ask.

"Yes."

"Ummm…Can I ask why?"

"It's because I now know why you desire my help, and how dire the situation really is. I saw how terrible that Scorpion man was at the institution. He was terrifying, and not only that, but he was clearly deathly powerful. He almost killed you. Had I not come in and saved you, he probably would have. This Scorpion man is a true threat to society."

This speech from Connors makes me extremely happy. I'm so glad he's realized why I need his help and how much I need him. So, I'm pretty much relieved.

"Doc," I say, "You have no idea how happy I am to hear you say that. This guy has given me nothing but trouble for days and days, and I have had no idea how to defeat him until now. I know we can beat him if we work together."

"So do I, Peter. I already know exactly what we need to do. All I can ask of you is to tell me if we're on the same page."

"Well, what page are you on?"

"We need an antidote."

Right as he says this, I am flooded with another surge of instant relief. Connors and I are on the exact same page.

"That's exactly what I was thinking."

Connors smiles immediately after I say this, showing me his gratitude for my agreeance with him.

"However, there is simply one problem."

_Oh great_, I think to myself, _now what_?

"Yeah..." I ask hesitantly.

"I have no idea how the Scorpion is made up."

Initially, I am confused by this statement. As such, I ask Connors to elaborate.

"What?"

"I have no reference as to his cross-species make-up. I have no idea how to make an antidote for him if I don't know his genetic make-up."

At first, this statement hits me like a ton of bricks, because Connors is right. He doesn't know the genetic makeup of the Scorpion, and that is a huge problem. If we can't make this antidote, we may not be able to stop the Scorpion.

However, just at that moment, I remember something that I found earlier.

"Wait, Doc," I say, "We actually do know the genetic makeup of the Scorpion."

"How is that, Peter?"

"A file I found at OsCorp."

"What are you talking about?"

"I found this file on the Scorpion at OsCorp; it has everything we need in terms of information about the Scorpion."

The moment I explain this, Connors develops a grin on his face. He is clearly pleased with my revelation to him, and I can see that he is thinking of what to say next.

"Where is this file? Is it still at OsCorp?"

"No, it's at my house."

"Peter, we need that file immediately. The longer that mad man is running around, the more potential he has to become even more dangerous than he is now. I need that file in order to make the antidote."

"I know, I know. I just have to go home and get it."

"Do that, Peter; please. We need that file, and we need it now."

"Right, right. I'll just be an hour."

"Peter, the longer you take, the more lives are at stake."

"I know, Doc. If I'm not back in 45 minutes, call me and bust my butt."

"Right."

"Thanks," I say as I put my mask back on. "I'll be back soon, Doc."

"I hope so, Peter."

With that, I walk over to the edge of the platform we're standing on and jump to the other side, clinging to the wall as I do so. I then proceed to climb my way through to the other end of the tunnel until I see the sewer grater opening above me. Moving upward towards the grater, I manage to reach it and push it out, jumping onto the street shortly afterwards. Finally, I replace the grater, fire a web-line at a nearby building, and swing away towards my home.

* * *

_20 minutes later..._

I swing into the alley where I usually change my clothes and pull my civilian clothes out of the backpack that I left there. I quickly change my clothes and resume the identity of Peter Parker. I then put my earphones into my ears, in order to make people assume that I'm just a normal kid walking down the street. That way, people won't bother me. However, I don't play any music through them.

I walk down the block towards my home and eventually reach it after a five-minute trip. I walk up to the front door with every intention of entering through it, only to remember that I snuck out initially. If I end up walking in the front door, then I'll blow my cover. As such, I have to enter through my window. So, I walk around to the side of the house that my room is on, check to make sure that no one is watching, and then proceed to climb up the exterior of the house until I reach my window, opening it upon doing so.

Once I climb into my room, I make sure that I am as quiet as possible when moving around, as I want Aunt May to think that I'm asleep. That way, she won't check up on me. However, the moment I get into the room, I accidentally knock a painting to the ground.

_Great_, I think to myself, _there goes my cover_.

Just at that moment, I hear Aunt May moving around downstairs, only to then hear footsteps on the staircase.

"Peter," I hear her call, "Are you okay?"

_Oh, great_, I think to myself, _now what do I do?_ I have to think of a solution quickly, before Aunt May comes up and bothers me. If she does, she'll see the file, which is sitting on my desk. That cannot happen.

All of a sudden, I hear a knock at my door, only for it to open a second later. I quickly move over to my desk and attempt to hide the file.

"Peter," Aunt May says, "Are you okay?"

At this point, Aunt May has entered the room. I, on the other hand, am standing in front of my desk, blocking Aunt May's view of the Scorpion file.

"Yeah, Aunt May," I say, "I'm fine."

"Are you sure, because I heard a loud crash?"

"Yeah, yeah. I'm sure."

Aunt May takes a second to look around the room and stops when she sees the painting on the floor. It's not too damaged, just cracked in a few places.

"Is this what happened, Peter," Aunt May asks pointing at the painting.

"Yeah, sure."

"Are you telling me the truth?"

"Yeah, yeah."

"How did it happen?"

_Think fast, Parker_!

"I, uh, knocked it over when I woke up. It was an accident."

Aunt May seems to buy my excuse, much to my relief.

"Okay, I'm just glad you weren't hurt."

"Yeah, me too."

Aunt May laughs and smiles at this statement, which makes me smile as well. It seems as though she isn't suspicious so far, which is a plus. I can't let her catch onto the fact that I'm hiding an important file behind my back.

"So, Peter," Aunt May suddenly says, "I have something to talk to you about while I'm up here."

"Yeah..." I say hesitantly.

"I just wanted to remind you that we're having dinner with the Watsons tonight. They'll be over in about an hour."

_Oh shit_, I think to myself, _I completely forgot about dinner with the Watsons._

I can't stay for dinner; I have to get back to Connors. Like he said, the longer he doesn't have the file to make the serum antidote, the longer people are in danger because of the Scorpion. I have to get back to Connors ASAP, and that can't happen if I stay and socialize.

"Uh...Aunt May," I say hesitantly.

Aunt May looks at me with a skeptical look just as I say this, as if she knows exactly what is about to come out of my mouth.

"What is it, Peter?"

I have to think of an excuse quickly. I know Aunt May won't buy that I have to be somewhere, as she's not even willing to let me out of the house. I'll have to convince her that I'm sick or something. I don't know if it will work, but I have to try.

"I...I don't feel too well, Aunt May," I mumble, stumbling over my words slightly. I'm really trying to cover up the fact that I'm lying, so I'm pretending like I'm sick by speaking softly and choppily.

"Peter, what's wrong?"

"It's my head, Aunt May," I say followed by a grimace in pain, almost as if I have a pounding headache, "It's pounding."

Aunt May proceeds to walk over to me and feel my forehead, no doubt checking my temperature.

"Well, you do feel warm," she says. It's probably from fighting the Scorpion and being in the sewer.

"How long have you felt this way," Aunt May asks me.

"Uhhh...since I woke up."

"From the night or from your nap?"

"Nap."

After this, Aunt May remains silent for a few seconds, contemplating what to do next. Eventually, she speaks again.

"Let me bring you some ice tea," she says, "I'll be right back."

"Ok," I say.

The moment Aunt May steps out of the room, I quickly grab the file from behind my back and shove it into my backpack. I also silently thank everything in existence that Aunt May didn't get too suspicious and discover the file. By the time I finish doing that, Aunt May returns to the room.

"Here you go, dear," she says handing me a glass of ice tea.

"Thank you," I say, "Aunt May, I really think I should just rest."

"Peter, you really feel like you have a fever. I think you should come downstairs so I can take care of you."

"No, Aunt May" I protest, "I'll be fine; I promise. I just need sleep."

"Well...I don't know."

"Please, please, please, Aunt May," I beg.

Just after I do this, Aunt May looks at me skeptically, almost as if she suspects something is off about the whole situation. In response, I grimace in pain once again in order to attempt to show her the pain that I say I'm in. Luckily for me, she seems to buy it.

"Peter, you really don't look well."

"Aunt May," I say one final time, "Please just leave me alone."

Aunt May remains silent for a few more seconds after I say this, obviously unsure of how to respond to my request. During this time, I proceed to walk over to my bed and lie down, hoping to show Aunt May that I'll be fine here.

"Ohhh..." Aunt May suddenly says, "Alright."

The moment she says this, I cheer internally. I'm almost home-free.

"Thank you, Aunt May," I say in response to her.

"Just, don't hesitate to call me if you feel like you need something."

"I won't; thanks Aunt May."

"No problem, honey."

Aunt May then proceeds to walk back towards the bedroom door, but before she leaves completely, she turns back around and looks at me one more time.

"Are you sure you're alright?"

"I'm fine, Aunt May."

"Alright, sleep tight Peter."

With that, Aunt May walks out of the room, closing the door behind her.

I proceed to wait a few more minutes in order to try to convince Aunt May that I've fallen asleep. Just as I am about to move from the bed, I feel my cell phone vibrating in my pocket. I look to see who it is, only to see Connors' face and name on the screen. I then realize that I must have taken forever with recovering the file because of Aunt May, so I should no doubt get back to Connors now.

As such, I quietly move to my window and proceed to open it, checking to make sure no one is watching while I do so. I then jump out, land on the ground, and proceed to walk out onto the sidewalk. I then walk to my usual alleyway where I change my clothes to my Spider-Man. I then fire a web-line at a nearby building and swing off towards Connors' lab.

* * *

_20 minutes later..._

I arrive back at Connors' lab only to find him sitting at his desk tapping his fingers. Clearly, he has gotten impatient waiting for me, and he couldn't be making it any more clear that he's bored. I walk up onto the platform and before I can say anything, Connors seems to sense my presence and proceeds to speak.

"You're late," he says.

"Yeah, yeah I know," I say while removing my mask, "I'm sorry."

"You didn't answer your phone when I called. What went wrong?"

"I got caught by my Aunt May; I threw her off our trail, but it was close."

"How did you dispose of her?"

_Wow_, I think to myself_, strong word_.

"I...I told her I was sick."

"Not a very original excuse."

"I know, but it was the best I could come up with under pressure."

"Whatever, this all is not important now. Do you have the file?"

I proceed to reach back for my backpack and pull it over my shoulder, bringing it around to my front side. I then open it and bring out the file, handing it to Connors in the process.

"Extraordinary," he says, "This is the key. With this, we can stop the Scorpion."

"Yeah, sweet," I say "So, you know for sure that you can synthesize an antidote from this info?"

"I'm positive, Peter. I'm only the father of cross-species genetics."

"Heh...right," I say.

"It'll take time of course, but I should have it done within 24 hours."

"Really?"

"For sure."

"Awesome."

With that, Connors and I high-five each other and Connors proceeds to start his work, while I sit around and assist him in whatever way I can. However, after a while, I have to return home so that I don't make Aunt May suspicious with "lack of movement".

So, while I head on home in order to appease my Aunt, Connors continues on his work to creating his redemption.

The end of the Scorpion.

...

* * *

**A/N: Alright, well after a long break, I hope I've satisfied you all with that chapter. I'm sorry if it sucked, but I haven't actually written in a month, so I'm a little rusty. However, I hope you enjoyed it and will check out the next chapter.**

**Please leave me your thoughts on this chapter as a whole. Thanks for reading :) **


	15. Chapter 15

**Disclaimer: I do not own any of the characters present in this story. All rights belong to Sony and Marvel.**

* * *

_The Next Day…_

I walk into the school only to be greeted by the sight of traumatized kids, who are clearly shocked to be back at the sight of a Scorpion attack. I realize what they're going through, what with them not being used to this kind of thing. I feel sorry for them and wish I could help, but all I can do is hope that they'll be able to get over it.

I walk through the hallways observing all of the PTSD filled kids, but one particularly catches my eye; Gwen. She's standing at her locker with a sad look on her face, almost as if she's about to cry. I wish I could help her, but I'm pretty sure that it wouldn't be a good idea. Given the fact that she broke up with me, I think that's a pretty good signal to stay out of her life.

So, I continue walking until I finally reach my locker. When I do, I turn the lock three times and manage to open it. I reach in and grab my books for AP Lit and AP Bio, my first two classes of the day, and shove them into my backpack. Just as I am about to close my locker, I feel someone tap me on the shoulder. I turn around and see the last person I expected to; Gwen. She's wearing a baby blue blouse and tight skinny jeans, with go-go boots. She looks absolutely stunning.

"Hey," She says somberly.

"Hi," I mumble, trying to bring myself out of the trance her looks have put me in.

"How's it going?"

"Fine," I say. I don't exactly know how to react to the idea of speaking to Gwen again, so I'm just sort of playing it by ear.

Gwen and I both remain silent for a few seconds, both waiting for the other to say something and break the awkwardness between us. However, no one does. As such, I decide to speak.

"So…how's it going with you?"

"Oh, um…it's going fine."

"C…cool."

"You look better than the last time I saw you."

"Oh, thanks. You too."

Gwen looks at me skeptically, and that's when I realize that I've said the wrong thing.

"Not that you didn't look good before, but..." Before I can continue, Gwen cuts me off.

"Peter," she says laughing, "I know what you meant."

"Okay," I say.

After this, an awkward silence envelops us until Gwen finally breaks it.

"Listen, Peter…can I say something?"

"Uh…sure."

"We need you."

"What?"

"Well, more specifically, we need Spider-Man."

"Shhh…" I say trying to remind Gwen that we're in a public place and that she can't speak so loud.

"Oh, sorry," she says, "But, look around you, Peter. These kids are all traumatized to the extreme and it's because of the Scorpion attack."

"I know, I know," I say.

"Listen, this has got to stop."

"What do you mean?"

I am genuinely curious as to where Gwen is supposed to be going with this. I have no idea where she's heading.

"You need to defeat the Scorpion."

Okay, that was a lot more blunt than I thought it would be. However, this statement makes me even more curious what she's trying to say. That can't be it.

"Gwen…what are you trying to say?"

"Peter…" Gwen stops for a moment before continuing to speak, "I want to help you."

"What?"

"I want to help you defeat the Scorpion."

Okay, that statement surprised me. To be honest, Gwen offering her help was the last thing I expected to hear come out of her mouth.

"You…you want to help me?"

"I didn't think it'd be so complicated for you," she quips.

"No…no, it's not that. It's just that I didn't expect you to, like, say that."

"Why not?"

At this point, I'm conflicted on what to say next. Do I tell her the truth as to why I didn't expect it, or do I just make up some bull-shit excuse? I don't know, so I think I'll just wing it.

"Because…I thought you hated me."

The moment I say this, Gwen gets a shocked expression on her face. It's almost as if she can't believe that I just said what I did.

"Peter…I don't hate you in the slightest."

"You don't?"

"No, not at all," she says followed by a moment of silence.

I decide to speak next, but before I can, Gwen cuts me off by starting to speak.

"Peter, I still care about you. You were the first boy that I ever loved. I'll probably always care about you."

This statement really hits home with me. Not only am I flattered by what Gwen is saying here, but it also makes me realize that what Gwen is saying is true for me also. She was the first girl that I ever loved, and maybe that's why I can't seem to get over her. She was my first, and first loves are said to be forever.

"You really mean that?"

"Yes."

"Well, that's really…really sweet. I appreciate it, Gwen."

At this point, Gwen leans in to give me a hug, which I quickly reciprocate. However, while I am enjoying the hug, it is bittersweet because of the fact that I know it won't last. Sooner or later, we'll be back to how we have been for the past week. Of course, I could accept her offer to help me, but what could she possibly do? Connors and I already have it all figured out. There's nothing that she could do to help me.

More than anything though, her helping me would place her in even more danger than ever before. I've been doing my absolute best to protect her from everything that I've had to deal with, and I can't do that if she's directly involved in it.

"Gwen…I can't do this."

Gwen pulls away from our hug and looks at me skeptically.

"What?"

"I can't let you help me."

Gwen looks at me again with a slightly curious and slightly disappointed look on her face.

"Why not?"

"It's too dangerous, Gwen. If you get directly involved with all of this, not only would I be breaking my promise to your father more than I already am, but I'd be breaking my promise to myself to keep you out of trouble."

"Peter…"

"No, Gwen, please don't argue with me. The answer is no."

Gwen looks at me with a disappointed look on her face, but I can also see a hint of understanding in her beautiful blue eyes. Oh, her eyes…

_Ahhh, snap out of it Parker!_

"I understand, Peter," Gwen says, "I'm sorry; I didn't mean to bother you."

"No, no…it's no problem," I say, "It's just…I'm glad you understand."

"Yeah, yeah," she says.

After this, the both of us stand silent for a few seconds. Neither of us really knows what to say next, so we just sort of stand there uncomfortably.

"Well," Gwen suddenly says, "I guess I'll see you in class."

I take it from this statement that Gwen is ready to say goodbye to me now. Before she goes however, I lean in and hug her one last time. Gwen reciprocates the hug and laughs.

"Heh…you still are the affectionate puppy-dog, I remember."

After a few seconds of hugging Gwen, I finally pull away. The moment I pull away, I am already starting to miss the feel of her body and arms around me. Not only that, but I am starting to miss her in general.

"Bye, Peter."

"Bye."

With that, Gwen walks off down the hall, looking as stunning as ever as she does so. I also proceed to walk down the hallway, getting lost in thought as I do so. I think about a lot of things, but one person clouds my thoughts more than others; Gwen Stacy. I think about all of the good times that we had together; the time we went out to Coney Island and she threw up on the roller coaster, and the time I dropped my ice cream in the middle of the street and she just laughed.

I think about these experiences and relive them in my head, all with the same emotional result; I want to cry. Not because I'm sad that they happened, but that they will never happen again. It's all because I have no time management skills. If I could just manage my time between being Peter Parker and Spider-Man, I'd have a girlfriend right now. However, I'm clearly just an idiot.

All of a sudden, I hear a voice calling after me just as I am about to enter my classroom.

"Hey, Parker," I hear the voice call.

I look back to see where the voice is coming from and see Flash Thompson walking towards me, a lollipop in his mouth. I can only guess that he is the source of the voice, and when he opens his mouth to speak again, my theory is confirmed.

"Hey man," he says.

"Oh, hey," I say, "How's it going?"

"Fine, man, fine. What I really want to know is how are _you_ doing?"

"What do you mean?"

"I saw you talking to Gwen back there. Are you okay? What's going on?"

_Great, this is honestly the last thing I want to talk about right now_. I can barely handle thinking about Gwen without tearing up, and now Flash wants to have a whole conversation about her. This is really not working out in my favor.

"Oh, that," I mumble, "I'm fine."

"What," Flash asks, obviously having not heard me due to my low vocal volume.

"I said I'm fine, Flash. Now can you please leave me alone?"

"Parker…"

"Please, Flash."

"Dude, I really don't think that's a good idea. You're obviously hurting and you need to talk to someone."

"No, I don't."

"Peter…"

The moment Flash calls me 'Peter', I know something's up with him. He's never called me Peter before. He must really be serious.

"Peter…" he says, "Come on, man, talk to me."

It is at this point that I look at Flash, and for the first time in my life, I see genuine concern in his eyes. It seems like he is honestly and truly worried about me, which is surprising to me. However, I'm not complaining. Flash being genuinely nice to me instead of being a dick is a nice change from old times.

It's at this point that I decide to confide my true feelings in Flash, as even though I disagreed with him initially, I know that he's right. I do need to talk to someone about this.

"Flash…" I say.

"Talk to me, dude."

"Flash, I…I love her," I say before finally breaking out into tears. At this point, Flash wraps his arms around me and pulls me into a "bro hug".

"It's okay, dude. I get it. I was the same way when Liz and I broke up. I know what you're going through."

"No, you don't man," I say, "You have no idea how it feels to know that you can't have the woman you love and that it's all your fault."

I look up at Flash and see that he has a confused look on his face. As such, I decide that it's best that I continue speaking in order to clarify my point.

"It's my fault that she broke up with me, because I never made time for her. If I was just a little bit smarter about my time management, I could still have her right now, but I don't. Now, I'm sad and alone and it's all my fault."

I look up at Flash again to see a look on his face that I can't quite decipher. It appears that he is contemplating what to say next, but I can't quite tell.

"Peter," he says, "I know you feel really guilty about it, because I used to have that kind of problem with Liz. I had horrible time management skills and it backfired into our relationship. Eventually, Liz gave me an ultimatum; make time for her or we're done. I chose to make as much time for her as I possibly could, and I proved to her that I absolutely love her 100%. It fixed things between us and we were a stronger couple than ever."

Flash's speech really hits me hard. I had no idea that Flash was that kind of guy; the kind who would do anything for his girl. In my eyes, Flash was always a tool, and I just assumed that melted over into his relationships, but I guess not. More than that though, what he said has gotten me thinking. If Flash could win his girl over again, then maybe I can too.

"Peter," Flash suddenly says, "Are you okay?"

Apparently I've been silent longer than I thought.

"I'm…I'm fine."

"Did you hear what I said?"

"Yeah."

"That's what you need to do, Peter. You need to prove to Gwen that you really do love her and are willing to do anything for her. Only then will she take you back. Understand?"

"Yeah, yeah. Thanks Flash."

"No problem man. Come talk to me again if you need to."

"Right."

"Okay, well later."

"Later."

After that, Flash walks off back down the hallway and I enter my AP Lit. classroom. While I am taking my seat, I am thinking about what Flash said and I realize that he is right. I have to show Gwen that I truly love her more than I love being Spider-Man. The only problem is, how do I do that?

"Alright class," Miss Ritter says as she walks in the room, "Let's take your seats and I'll quickly take attendance."

With that, class finally starts. However, I do not pay attention to a word Miss Ritter says. All I am able to think about is how I'm going to win Gwen back.

_I will win her back…_

* * *

_Meanwhile…_

The Scorpion is hiding out in an abandoned alleyway, plotting his next move. He is unsure of what precisely to do next, so as such, he has chosen to just remain where he is for the time being.

He looks around and sees the people walking on the sidewalk outside of the alleyway. He thinks to himself how they are all able to be somebody, what with the fact that they all have jobs, and even more than that, they have a place in the world reserved just for them. However he, Mac Gargan aka Scorpion, is still a nobody. He's been the Scorpion for a week and he hasn't accomplished anything. It's pathetic and sad. All he's been known for so far is the fact that he and Spider-Man allegedly "attacked" a high school. In reality, he had no intention of hurting anyone in that lousy government-run institution, but merely to use it as a hiding place. If Spider-Man hadn't shown up, then everything would've been fine.

It's just at that moment that the Scorpion has a realization. The media ate it up when the Scorpion was at the high school, but he was still a nobody because he lost to Spider-Man. But, if he should attack the high school again, only to take it over, then everyone would know not to mess with him. Not only that, but he would finally be somebody.

Just then, the Scorpion gets up from where he is sitting in the alleyway and walks out onto the sidewalk. He then turns and takes a right, with one destination in mind…

* * *

_Midtown Science High School..._

I walk out of my AP Lit. class with my head hanging down slightly. I don't really want to look at anybody else, as I'm afraid the depressed mood will spread to me. Besides, I'm already depressed about Gwen, so I don't need even more gloom in my life right now.

I walk down the hallway towards my next class when all of a sudden I feel a tingling in the back of my skull. It's my spider-sense. I quickly look around me to look for any source of possible danger that might be presenting itself. However, I spot nothing. Just then, I hear a large crash from the north side of the building. I turn around, facing that direction, only to see a lot of kids running in my direction, towards the main entrance of the school.

In the mob, I see Flash running. I stop him and ask him what is happening.

"Flash," I yell over all of the screaming kids, "What's going on?"

"No time to explain, Parker," he says, "Just run."

At that moment, Flash drags me out of the hallway and outside of the building, where we find pretty much half of the school. I look around and see dozens of scared kids, so obviously something is wrong with the school. I don't know exactly what, but based on the fear that I'm seeing in the faces of the kids, I have an idea of what it is.

"Flash," I say once again, "What's going on?"

"Parker," he says, "That Scorpion guy is back."

_Of course_, I think to myself. _This is the awkward moment where I wish I was wrong_.

I _really_ wish I was wrong.

...

* * *

**A/N: There you go! The penultimate chapter of the story. The next chapter will be the final battle between Spider-Man and the Scorpion. So, I hope you all will come back to read it!**

**Thanks for reading :)**


	16. Chapter 16

**Disclaimer: I do not own any of the characters present in this story. All rights belong to Sony and Marvel.**

* * *

"_Parker, that Scorpion guy is back."_

The moment Flash says this, my heart stops. I was really hoping that Flash was going to say that a furnace blew up or something, but no. Why would something as simple as that happen? It's always something with my life isn't it?

I look around to see a bunch of terrified kids, some are crying, others are weeping, and some are just standing there solidly. It's like they've turned to stone from the shock of the Scorpion coming back. I have to do something to help them.

Right after I think this, I realize that I need a place to change into my Spider-Man suit. However, the place is filled with kids; witnesses. Someone is bound to see me start running away, and then notice Spider-Man coming back. There's no way that they won't get even slightly suspicious. That presents a problem. How can I slip away to become Spider-Man without blowing my secret identity? There's no possible way.

All of a sudden, I hear footsteps coming from inside of the school. Before I can even think of who they might be coming from, I see Principal Davis walking towards us, with the Scorpion walking closely behind him. He has his tail raised above his shoulders and it is aimed right at Principal Davis' head.

"Students" Principal Davis suddenly says, "I have news for all of you."

"Yes, you do," I hear the Scorpion cackle behind him.

"The school is now under the control of the Scorpion," he says, "We must all bow down to his immense power."

Just then, Principal Davis turns around to face the Scorpion, kneels down, and bows to him.

I look around at the other kids in the courtyard and see that they are all in shock and disbelief because of what they are seeing. They cannot believe that Principal Davis has surrendered so easily, and as such, they are worried. This was the man that was supposed to protect them, and now he's been taken by the Scorpion.

It is at this moment when I realize that I have to get out of here and change to Spider-Man, but how?

"Hey," I suddenly hear someone shout. I look over, and to my disbelief, I see Gwen walking towards the entrance of the school.

"Well, well, well…" the Scorpion says, obviously seeing her as well, "A brave soul, do we have here."

"I'm not bowing down to you; you're a monster," Gwen shouts at him, shocking everyone.

The Scorpion looks at Gwen and smiles. I can only imagine what his next move will be.

"Is that so, eh? Well, then I guess I'll just have to make an example of you."

All of a sudden, the Scorpion aims his tail away from Principal Davis and towards Gwen. He's going to shoot her with a blast of acid. I can't let that happen.

However, my reaction time is too late, as the Scorpion fires a blast of acid towards Gwen. Before Gwen can even move out of the way though, a rock goes in the line of the blast, taking the hit for Gwen.

"What?" the Scorpion shouts dumbfounded.

"I'm not bowing down to you, either." I suddenly hear another voice say. I look directly to my left and see Flash walking up toward Gwen.

"Well, then I guess both of you will have to die," the Scorpion then says.

"Not on our watch," says another voice. I look over and see 10 more kids walking up with Gwen and Flash.

Just then, at least 20 more kids get up and walk up with them, followed by the rest of the school. Everyone is taking a stand against the Scorpion.

I look back up at the Scorpion and see a shocked look on his face. He honestly can't believe that this is happening, and that all these kids have the guts to stand up to him.

"Well, fine," he says, "Then I guess I'll have to kill you all."

Suddenly, the Scorpion fires a blast of acid into the crowd of kids, only to have it be stopped by another rock.

"What?"

All of a sudden, I see students leaning down to the ground and picking up any rocks they can find, proceeding to throw them at the Scorpion.

"No," the Scorpion shouts after getting pelted by five rocks.

This is my queue, I think to myself. It's time for Peter Parker to make his exit, and Spider-Man to make his entrance.

So, in all of the confusion and chaos, I decide to run around the school building, hopefully going un-spotted, and into an alleyway. There, I pull my shirt off over my head and undo my pants. I then slip on my shoes, gloves and mask, and voila, Spider-Man has arrived.

I proceed to climb up the side of the alleyway that is connected to the school building, managing to get up to the roof. I then run along the roof towards the courtyard, and when I arrive, I see the Scorpion out in the middle of the yard with the kids continuing to throw rocks at him.

_Wow_, I think to myself, _what a supervillain_!

At that moment, the Scorpion fires another blast of acid, this time at Sally Avril. Before she can react, I fire a web-line down at her back and yank her out of the way. I end up sending her into a shrub, but at least she's safe.

"What the," the Scorpion asks, unsure of what precisely happened.

"Up here, garlic breath," I shout. As soon as I do so, the Scorpion looks up at me and scowls.

"YOU!"

"Hey, now that's no way to greet someone," I quip.

Before I can do or say anything further, the Scorpion raises his tail and fires a blast of acid at me, which I quickly dodge by jumping off of the roof and landing on the ground. I then turn to face the Scorpion, who has his tail raised and ready to fire. However, he never does. He just stands and looks at me. It's both creepy and weird at the same time. Eventually, he speaks.

"You weren't supposed to be here, right now," he says, "This wasn't part of my plan."

"Well, I do have a doctorate in meddling," I quip.

"Heh...well, no matter. I'll just deal with you and then I'll be even more of a somebody than I ever was before."

It is at this point when I realize that the Scorpion really believes he can win. Something has obviously gone wrong in his mind and he is clearly delusional.

"Listen, Scorpion," I say, "We don't have to do this."

"Yes, we do," he says, "If I kill you, then I'll not only make up for everyone who's ever lost to you in the past, but I'll finally be the man I've always wanted to be."

"Why would you want to be a killer, though?"

"It doesn't matter to me what I am, as long as I am something."

Right then, I realize that the Scorpion has fully and completely lost it. What he just said is not the rationale of a sane person, and as such, he must be dealt with in whatever way necessary. Right now, the only way that he can be treated is if I bring him in, and there's only one way I think I'll be able to do that.

With force.

As such, I fire a web-line at the Scorpion, ending up hitting him in the face, effectively blinding him for a few moments.

"Ahhh," the Scorpion screams in terror.

"Listen, Scorpy, if you won't come with me peacefully, then I'm going to have to take you by force."

"Over my dead body," the Scorpion says while ripping the webbing off of his eyes.

He then raises his tail up above his head and aims it at me. Afterwards, he fires a blast of acid at me, which I dodge by jumping out of the way and clinging to the exterior wall of the school. Once up, there, I fire a few web pellets at him, causing him to be knocked back slightly, allowing me time to fire a web-line at a building opposite the one I'm on and swing down towards him.

Once I'm in a good, reachable distance from him, I swing my legs out and kick the Scorpion in the jaw, knocking him to the ground.

"Owww," the Scorpion screams in pain upon falling down.

"Oh, did I hurt you baby," I quip at the Scorpion.

I land on the ground about 10 feet away from the Scorpion and walk towards him. However, before I can manage to reach him, he manages to regain his footing and attack me with a few quick jabs. I get hit by the first couple of jabs, only to dodge the later ones. I manage to land a few response blows on the Scorpion afterwards, only to be knocked to the ground by him plowing into me.

Once I'm on the ground, the Scorpion pins me down with his arms and legs, with his tail raised up above his head. He is ready to fire an acid blast at me, and when he does, he will be firing it at my head. If the blast hits me, it will be fatal, so I can't allow that to happen.

As such, I spring my legs free from the Scorpion's grasp and kick him off of me, sending him flying about 25 feet behind me. I manage to regain my footing and turn around to face my foe once again.

"That was lucky, Spider-Man," the Scorpion says, "Unfortunately for you, it won't happen again.

"And I here I thought this suit was a good-luck charm," I quip.

The Scorpion then proceeds to charge towards me once again, tail in the air ready to launch a blast of acid if needed. I, on the other hand, jump out of the way of the Scorpion's charge and fire a web-line at his back. I then proceed to hurtle myself toward him and knock him down to the ground, face-first. Once I've done this, I fire several webs at him, attempting to secure him to the ground so that he cannot escape. Unfortunately for me though, he manages to trash the webbing I've tied him down with and free himself. He then whips his tail at me at about 100 mph, sending me flying into a nearby wall.

"Ahhh..." I scream upon hitting the wall.

"Awww, is the little Spider-Man hurt," Scorpion taunts.

"Naw, it's all good man," I quip, "Just gotta re-adjust myself."

"For what?"

"For this," I say and fire a web-pellet at his eyes.

Unfortunately for me, the Scorpion manages to swat the web-pellet away from his face, preventing him from being blinded, which was my number one goal. He charges towards me again, only this time firing a blast of acid at me in advance of hitting me in order to try and injure me. His plan does not work, as I manage to dodge the blast by leaning out of the way. I then manage to jump out of the Scorpion's path, only to have him wrap his tail around my leg and grab hold of me.

"Ha, not so tough now, are ya, web-slinger?"

"This coming from the guy in bright green tights," I quip.

The Scorpion proceeds to whip me around, slamming me into walls and the ground multiple times, only for me to manage to recover very quickly. Eventually, I manage to slip out of the Scorpion's grasp, only to send myself flying across the courtyard in the process. However, in my eyes, it's worth it. Once I regain my footing, I turn around to face the Scorpion once again.

"Getting tired yet, web-slinger," he shouts.

"Of looking at you, always."

"Errr..."this little quip angers the Scorpion a great deal and as such, he fires another blast of acid at me.

I manage to lean out of the way of the blast, only to have another fired at me directly afterward, I manage to avoid it, but just barely. Some of it actually skids along the left arm of my suit and burns it, but thankfully my skin was un-touched. It's just as well. I can't fight the Scorpion with just one arm. I got lucky when I did it the last time, so I don't want to try it again.

Speaking of luck, just at the particular moment, I begin to hear police sirens off in the distance. Someone must've called the cops and told them about the Scorpion's whereabouts. This is just to my luck, as I honestly am getting tired out by the Scorpion. However, I still have to hold him off until they get here.

_Meanwhile, at the Silver Spoon Cafe_...

* * *

Gwen Stacy sits at a table with a few of her friends. None of them are really speaking, but the silence is not awkward. After the experience they just endured, they're all a little scattered right now. However, Gwen is thinking about one thing, or should it be said, one person; Peter Parker.

_Is Peter okay_, she thinks to herself. _He could barely handle that Scorpion monster the first time he fought him, and he had to come to me to patch him up. He barely made it out alive. What if he's hurt? Worse, what if he's...no, I can't even think like that._

After she thinks this, Gwen's heart starts to race in panic. She can't get Peter out of her head, and she knows the only way to find out for certain if he's okay or not is to go and check on him. However, that idea in and of itself sounds crazy. What if she gets hurt by going over there?

It is at that moment though, when Gwen Stacy throws all of her good judgment out of the window.

"Guys," she says to her friends, "I'm...uh...going home. Yeah, I'm going home."

"Okay, Gwen," one of them says, "just be careful."

"I will," she says, "Thanks guys."

"Bye," all of her friends say.

With that, Gwen Stacy exits the cafe, but she does not head home. No, instead she heads back to Midtown Science High School in order to check on the status of Peter Parker. Why?

Because she loves him.

_Meanwhile_...

* * *

The Scorpion is putting up quite a fight, and to be honest, I don't know how much longer I can hold out. I am doing my absolute best to fight him, but I am growing weaker by the minute. However, my one piece of motivation is that I want this to be it. I want this to be the final battle between me and the Scorpion. I never want to have to see him again after this.

So, at that moment, I fire a web-line at a nearby building and swing towards the Scorpion, firing web-pellets at his face as I do so. A few of them hit him, but most do not.

_I've got to work on my aim_, I think to myself.

I eventually get within reaching distance of the Scorpion and manage to pick him up and throw him across the courtyard.

"Uh, uh..." the Scorpion says upon landing on the hard concrete ground.

"No pain, no gain Scorpy," I quip.

All of a sudden, I start to hear footsteps coming toward me. I don't know who or what they belong to, but I think I can recognize the sound of the shoes. The footsteps get closer and closer until finally they stop. I look around the courtyard, and to my right, I see the one person I was really hoping that I wouldn't.

Gwen.

I have to tell her to get out of here, but I can't let the Scorpion know that she and I are friends. As such, I'll have to act like she's just a student that I do not know.

"Get out of here, little girl, go."

I say this to Gwen, but she does not go. She simply stands there and stares at me. I don't know what she's doing this for, but it's honestly starting to anger me.

All of a sudden, I hear the Scorpion get up from the ground, and he immediately notices Gwen standing in the background.

"Well, well, well..." he says, "What do we have here? The brave girl who dared to defy me has returned. But for what cause?"

"Leave her out of this, Scorpion," I quickly shout. "This is between you and me."

"Is it, Spider-Man? She was the one who initially started all of the commotion. You showed up after the fact."

I don't know precisely what the Scorpion is about to do, but something tells me that I won't like it.

"If you ask me," the Scorpion says, "This is between me and her."

Right at that moment, the Scorpion raises his tail above his shoulder and fires a blast of acid at Gwen.

Acting on reflex, I run over in front of Gwen and jump in the way of the blast. It hits me square in the chest and sends me piling backwards.

"Uh, uh...uh," I yell when I hit the ground.

I look up at Gwen and see that she has tears in her eyes. I don't know what exactly they're for, but I can see that they're there. However, before I can do or say anything, the Scorpion walks over to Gwen and wraps his tail around her. Gwen immediately reacts by pounding the Scorpion's tail, but it's to no avail. The Scorpion has her.

"Give up, Spider-Man," he says, "I have your little friend, and I know just what to do with her."

Right at that moment, the Scorpion begins to run out of the courtyard, Gwen in captivity. I attempt to get up from the ground, but it's no use. I'm in too much pain from the blast of acid that I took for Gwen. As such, this leaves me with only one option.

I reach into my belt and pull out a spider-tracer. It's left over from when I fought the Shocker weeks and weeks ago. I throw it as hard as I can in the direction of the Scorpion and end up hitting him square in the back of his ankle. I can now trace him wherever he goes, whenever I want to. That's a good thing, as I don't think I'll be able to move for a while.

A long while...

* * *

**A/N: Well, what did you think? I'm sorry if it sucked, but we all know that I'm horrible at action sequences, but I hope the cliffhanger has gotten you engaged. **

**Please leave a review in the box. Thanks for reading :)**


	17. Chapter 17

**Disclaimer: I do not own any of the characters present in this story. All rights belong to Sony and Marvel.**

* * *

I lie on the ground, unable to move for a good five minutes before I finally manage to even move a single muscle. Eventually, I manage to move my arms over my wound and try to feel how deep it is. I feel it and it doesn't appear to be that deep, which means it shouldn't be fatal. However, I'm still lying on the ground in pain, while Scorpion is running around like a maniac, with Gwen in his captivity. She's in danger, and I'm just lying here not doing anything about it.

That's just wrong.

I don't put on this costume in order to lie around in pain. I don't put on this costume so that other people can be put in danger while I cry because of a burn. No, I put on this costume in order to do the good that I can and the good that I need to. Right now, there is good that needs to be done; the love of my life needs to be saved. I can't abandon my responsibility.

Not after what happened last time.

The last time that I ignored my responsibility, I lost Uncle Ben. I can't let that happen again. If I lose Gwen, not only will I lose the first girl that I've ever loved, but I will lose a part of myself as well. It can't happen again. It _won't_ happen again.

So, I finally pull my shit together and man up. I put both arms on the ground and push my torso up and forward. Even though it painful as heck, I manage to do it and get up into a sitting position. I then manage to bend my legs at the knee and raise myself up until I'm in a standing position.

I'm up and ready.

Just at that moment, I reach into my belt and pull out my OsPhone. I open up the GPS app that is coordinated with my spider-tracer and track the Scorpion. According to the tracer, he's heading south. I have an idea where he might be going, and I really hope I'm wrong.

With this in mind, I turn my direction to the south and fire a web-line at a nearby building. I then swing off in that direction, hoping that I can catch up with the Scorpion before it's too late.

* * *

_Meanwhile..._

Curt Connors sits in his underground laboratory, processing an antidote serum for the Scorpion. The serum is just about ready, only needing a minute more to cook. So, it's almost done.

Just at that moment, he gets a text message on his OsPhone that he has stashed in the lab. He picks it up and sees that it is a message from Peter Parker, the man he is making this serum for. Connors opens the text and reads it.

_Bring the serum to OsCorp now!_

As soon as he reads this text, he can infer that something is wrong and that Peter is in trouble. Luckily for Peter, the cooker of the serum dings right at that moment, signaling the completion of the serum. Connors takes it out of the cooker and blows on it to reduce the heat.

He then grabs his lab coat and heads out for the nearest man-hole. He needs to get to OsCorp now.

The end of the Scorpion is near...

* * *

_Meanwhile..._

I swing through the city, OsPhone in hand. I'm tracking the Scorpion as hardly as I can, but there's only so much I can do. I can follow him as much as I want to, but I can't exactly predict where he's going with 100% accuracy. However, I do have an idea as to where he's going; OsCorp. I can just see what he's doing. He's taking Gwen to the highest point in the city in order to show everyone that he has her, and that he's beaten me. Or at least, he thinks he's beaten me. The thing is though; I'm not giving up yet. Gwen is the love of my life, and I'm not giving her up to the Scorpion. Not a chance in the world.

So, I swing from building to building on web-line after web-line. I follow the Scorpion and Gwen for about 20 minutes before we finally arrive at OsCorp, and the Scorpion begins to climb the building. I can't attack him with Gwen in his grasp, so I am forced to just let him go. Obviously, he intends to take her to the roof. The problem is though, what do I do once he does that? What if Gwen is knocked off of the roof during the ensuing fight? What if an acid blast that is meant for me hits Gwen? If I fight the Scorpion with Gwen on the roof, there's no telling the amount of danger she will be in.

After about 15 minutes, the Scorpion manages to reach the roof with Gwen in his grasp. At that moment, I reach the roof as well and face the Scorpion. Scorpion notices me facing him and acknowledges me by beginning to speak.

"Well, well, well, Spider-Man. Here it is."

"What, Scorpy?"

"Your final humiliation."

I don't know what the Scorpion means by that exactly, but I have a feeling that I won't like it. Just at that moment, the Scorpion begins to speak once more.

"You see, Spider-Man. When you fail to save this girl, I know it will destroy you."

Just at that moment, my heart stops. He means to endanger Gwen, and I can't let that happen. Not only would I be breaking my promise to her father, but I'd never be able to forgive myself if she got hurt. I have to figure out a way to talk the Scorpion out of doing this, but based on what I've deduced about his sanity, I don't think that'll be an easy task.

"Scorpion, listen to me," I say, "You don't have to do this."

"Oh, yes I do, Spider-Man. This is the only way I'll be able to be somebody."

"No, it isn't. You can be somebody without endangering a girl."

"Oh," the Scorpion says, "Is that so?"

"Yes."

"Well, then how do I be somebody? Tell me, Spider-Man! I dare you!"

I take a moment to think about my response before I speak again. I have to make sure that I use the right words in order to manipulate Scorpion into letting Gwen go.

"Scorpion," I say, "You don't have to do anything to be somebody, because you already are somebody."

The Scorpion looks at me with a confused look on his face, showing me that he doesn't understand what I'm saying.

"Listen, Scorpion," I say, "You are somebody. Everyone is somebody. Why? Because you're you. You are a human being. You're special because there's no one else in the world like you. There's no one in the world that can do what you do."

"Yeah, no shit Sherlock," he says, "I'm one of two successful cross-species hybrids."

"That's just it. If you need anything to make you somebody, it's that. You are special because you're one of two people in the world who managed to become a successful cross-species hybrid."

"Yeah, but that only makes me a freak. That doesn't make me anybody."

"Yes, it does. But even more than that, just being you makes you somebody."

"Errr…I, I…" the Scorpion struggles with what to say next. I, on the other hand, do not.

"Listen, Scorpion. You won't be anybody by threatening an innocent girl. All you'll be is a killer, and nobody wants to be that."

I look back at the Scorpion and see that he is obviously contemplating what I'm saying. He is thinking hard about what I've said, and that's something that I'm happy to see. Maybe there is hope that he can be reformed.

"Spider-Man…" he says, "You're right."

I look back at the Scorpion and am relieved by what he has said. It sounds like maybe I have reformed him.

"I won't be anybody by hurting this little girl…but I will be somebody by hurting you _along with_ her."

_Shit_, I think to myself.

At that moment, the Scorpion wisps his tail back and forth, tossing Gwen back and forth, until finally, he throws her out of his grasp and over the edge of the building's roof.

"Hahahahahahaha," he laughs after doing so.

Just at that moment, I run over to the edge of the roof and jump over it. I quickly look down and see Gwen falling down to the street I have to do something in order to save her and I have to do it quickly. If I don't, I can say goodbye to the first girl that I've ever loved.

So, at that moment, I fire two web-lines at Gwen and quickly use them to propel myself down towards her at a faster rate.

"PETER," Gwen screams as she falls.

Just after she screams this, I manage to reach Gwen and wrap my arms around her. Then, I fire a web-line back at the OsCorp building and swing us down towards the ground. After about a five-second swing, we finally hit the ground, both safe, intact, and most importantly, alive.

"Huh…huh…"Gwen heavily breathes after we've hit the ground.

"Gwen," I say, "Are you okay?"

"Peter…I'm fine," she says softly.

"Good…" I also say softly, "Now, you…you should get home. You should be safe there."

"No," she suddenly says.

"What," I ask, confused by what she has just said. Why would she refuse to go home and be safe?

"I'm not leaving you, Peter."

"Gwen…" I say, "You need to go."

"No, Peter," Gwen says softly, "I love you, and I'm not leaving you."

I am honestly shocked by what Gwen has just said here. Did she really just say that she loves me?

As if in response to my mental question, just then, Gwen reaches for my mask and rolls it up and until my lips are exposed. At that moment, she leans in and kisses me deeply, which I quickly reciprocate. The moment I feel her lips on mine, I can't help but kiss her back. After what feels like an eternity of not kissing her, I feel like all of my wishes have finally come true. Unfortunately for me, Gwen pulls back away after a few seconds, leaving me stunned.

"Wow," I mumble to myself.

"Heh," Gwen laughs, obviously having heard me.

After this, I pull my mask back down and cover up my lips and chin once more. We then proceed to simply stand in each other's presence in a somewhat awkward silence, until Gwen finally speaks again.

"Peter," she says, "I think we need to talk later."

"Yeah…yeah, we do."

"But, right now, you have a maniac to stop."

At that moment, I remember that the Scorpion is on the roof of OsCorp. With all of this stuff with Gwen, I had honestly forgotten all about him.

"Oh, yeah…right."

Just at that moment, a cab pulls up and over next to Gwen and me. I'm not sure who is in it, but I have a pretty good idea. Just at that moment, the door to the backseat opens and out comes the man I was hoping for; Dr. Connors.

"Thank you, sir," he says to the driver.

He then turns and looks at me and Gwen, proceeding to walk over to us as he does.

"Peter, are you alright," he asks sounding concerned.

"Yeah, I'm fine Doc."

"Good. When I got your text, it sounded urgent."

"That's because it was. Did you bring the serum?"

Just at that moment, Connors reaches into the pocket of his lab-coat and pulls out a vile with blue liquid inside of it; the antidote serum. He then hands it to me, which I gladly accept.

"Awesome," I say.

"All you have to do is stab him somewhere on his upper body and the serum will be injected."

"Awesome, thanks."

"Go, Peter," Gwen suddenly says.

"Right, yeah," I say.

At that moment, I fire two web-lines up the walls of the building, connecting a good distance upward. I then pull back a ways and eventually propel myself up the side of the building, managing to get about halfway up. As such, I cling to the side of the building and do the same thing, this time getting all the way up to the roof. The moment I arrive on the roof, I face the Scorpion, who was obviously waiting for me.

"Bravo, web-slinger," he says, "You managed to save the little blonde girl. Unfortunately, you won't be able to save yourself."

"We'll see about that, Scorpy."

Right at that moment, the Scorpion raises his tail above his head and fires a blast of acid at me. I manage to dodge it by ducking out of the way, and right as I do, I fire two web-pellets at the Scorpion, hitting him square in the stomach.

_I have to disorient him_, I think to myself, _at least get him off of his game long enough to administer the serum_.

Right as I think this however, the Scorpion charges towards me and delivers a jab to my jaw, sending me flying back a way. After regaining my senses, I manage to fire a web-line at a piece of machinery that is perched above the both of us and bring it down so that it lands on the Scorpion. The moment it does, the Scorpion shouts in pain.

"Yeow..." he shouts.

"Huh, what are you? A deranged cat," I quip.

With the Scorpion immobilized and vulnerable, I decide that now is a good of a time as any to administer the serum. As such, I get the canister out of my belt and walk towards the Scorpion. However, before I can administer the serum, the Scorpion manages to break one of his arms free and knocks the canister out of my hands and towards the edge of the roof. Luckily for me, it doesn't fall off.

"Not so fast, web-slinger. I still have a few tricks up my sleeve."

"I don't want to know," I quip.

At that point, the Scorpion fires two blasts of acid, but they are both aimed over my head. At first, I am not sure what the Scorpion is up to, but I quickly realize that he shot at the raised platform behind me. It falls towards me at a fast pace, and the only way I manage to dodge being crushed by it is by firing a web-line and swinging away. Luckily for me, I found a wall to swing from.

I cling to said wall and fire a few web-pellets at the Scorpion, hitting him in the face. I then fire a web-line at a nearby spear and swing down towards the Scorpion, proceeding to kick him in the stomach once I reach him. After I do this, he falls down to the ground disoriented.

_I have to do it now_, I think to myself_, I have to end this_.

As such, I look over to my right and see the canister of serum at the edge of the roof. I fire a web-line at it and pull it over to me so that it lands directly in my hand. Once I have the serum again, I manage to open the canister and expose the injection needle.

"Brought you a present, Scorpy," I quip, "I hope you like it."

At that moment, I kneel down beside the Scorpion and jam the needle into his right arm. I then press the button on the top of the canister, which injects the serum into his system. Then, to avoid any backlash, I back away from him quickly.

At first, the serum does not seem to take any immediate effect, but after about a minute, signs of change begin to show in the Scorpion. He is getting smaller, as if his enhanced strength is fading away, and he has fallen asleep. After a few minutes of making sure he's asleep, I pick up his body and drape it over my shoulder. I then proceed to jump from the roof and fire a web-line at a nearby building.

Next stop: Manhattan Police Station.

...

* * *

**A/N: Well, that's it for the Scorpion. We'll have one more final wrap-up chapter to bring everything to an end, and then we'll be done. So, check back on Friday night for the final chapter of this very long story.**


	18. Chapter 18

**A/N: Yes, I know, it's two days early, but I had it done so I figured, what the heck? Also, the final section of this chapter is a monologue by Peter. It takes place after the events of the story.**

**Disclaimer: I do not own any of the characters present in this story. All rights belong to Sony and Marvel.**

* * *

As soon as I have dropped the Scorpion off at the Manhattan police station, I get a text from Gwen on my OsPhone. However, since I am currently swinging through the city, I cannot get it out of my belt to read. As such, I perch myself on the edge of a nearby roof so that I can, proceeding to bring out my phone and open the text.

_Come to OsCorp's front lobby as Peter Parker!_

As soon as I finish reading the text, I realize that I don't have my civilian clothes on me; they're still at the school where I left them. As such, I will have to go back and get them, which will make the trip longer. However, I can't walk into OsCorp as Spider-Man, so I will have to just go with the flow. As such, I quickly fire a web-line at a nearby building and swing off towards the school. After about a 10 minute swing, I manage to reach the school and find the alleyway where I stashed my civilian clothes.

I quickly slip my civvies on over my Spider-Man costume and remove my mask and gloves. I then slip them into my backpack and walk out of the alleyway as Peter Parker. I quickly exit the school grounds, as I don't want anyone to see me here, and go out onto the sidewalk. The first thing I see on the roadway is a cab, and as such, I decide to hail it. The cab pulls over to my side of the street and allows me to get inside. I tell him that I need to go to OsCorp, and he complies.

After about a 15 minute car-ride, we arrive at the front entrance to OsCorp. I quickly pay the cabbie with some spare change I found in the bottom of my backpack and then proceed to enter the building. Once inside, I see Gwen just standing there waiting for me. As soon as she sees me, she runs up to me and gives me a big hug.

"Peter…oh, I'm so glad you're okay," she says.

At that moment, I quickly hug her back. It feels good to have her in my arms once more.

"I'm just glad you're safe," I say.

After a second, we both pull away from the hug, which I very much regret doing. I miss the warmth of her body already. However, right at that moment, I realize that something's not right here. Someone's missing.

"Wait," I say, "Where's Dr. Connors?"

"Oh," Gwen says, "He felt that he needed to go back to Ravencroft."

"Why?"

"Something about that being the best place for him right now."

"But…he helped me stop the Scorpion. He's a hero."

"I don't know Peter; I try not to question him."

"Right," I say.

At that moment, we both go silent. Neither of us really knows what to say next. We have an idea of what we want to say, but we don't have the guts. However, after a minute or so, Gwen finally begins to speak.

"Peter," she says, "You know how I said earlier that we need to talk?"

"Yeah, yeah," I respond.

"Well, we really do."

Just then, my heart begins to race. I don't know precisely what Gwen wants to talk with me about, but I'm kind of scared about it.

"Okay," I say.

"But, I don't think we should do it here. I think we should go back to my place."

"Right."

"So, are you cool with that?"

"Yeah."

"Awesome."

Right then, Gwen leans to give me a hug, only to whisper something in my ear.

"Do you want to take a cab there, or should we go for a thrill ride?"

I know what she means when she asks that. She obviously wants me to web-swing us there, and I will happily fulfill her wish.

"Let's go for a thrill ride," I say.

Gwen proceeds to giggle like a school girl and flash me a smile. She then grabs my hand and pulls me out the exit door and onto the sidewalk. We proceed to walk over to an abandoned alleyway and enter it together.

"Here," she says.

"What," I ask.

"Isn't this where you usually change to Spider-Man? In an alleyway like this?"

"Oh, yeah; right."

I quickly slip my shirt over my head and undo my pants, revealing the main parts of my Spider-Man suit underneath. I then reach into my backpack and pull out my gloves and mask, slipping them on as I do so. I then grab Gwen and web us together with a "waistband". After that, I fire a web-line at a nearby building and swing us away towards her apartment.

* * *

_20 minutes later…_

We arrive at Gwen's apartment after a short web-swinging trip. We land in an alleyway next to the apartment complex in which she lives. I proceed to change out of my Spider-Man suit and back into my civilian clothes. Once I'm done, Gwen and I walk out of the alleyway and onto the sidewalk, proceeding towards her apartment building. Once inside, we take the elevator up to the 20th floor and walk down the hallway to her apartment. When we walk inside, we are greeted by a shout from inside the apartment.

"Gwen," the voice says, "Is that you?"

"Yeah, mom," Gwen says, "It's me and Peter."

Gwen's mom proceeds to walk out of the living room with teary eyes, as if she has been crying. She quickly comes over and hugs Gwen, which she happily reciprocates.

"Oh, honey," Ms. Stacy says, "I was so worried about you. I heard on the news that your school was attacked again and that he was holding you all hostage. I was afraid that you weren't coming home, and I didn't know if you were..." Before Ms. Stacy can continue speaking, Gwen cuts her off.

"Mom," Gwen says, "I'm okay. Spider-Man saved me."

Gwen then shoots me a look and a smile, obviously referring to how I saved her and all of the other kids from the Scorpion back at the high school.

"Who was that on the news with the Scorpion," Ms. Stacy asks, "I saw he had one hostage that he took away from the school-grounds."

_Oh shit_, I think to myself. What do we do? We can't tell Ms. Stacy the truth, or she'll flip out. We'll have to lie to her.

"Well...uh, that was, uh...that was a teacher," I say hesitantly.

"Oh, who was it, Peter," Ms. Stacy asks me.

"Oh, it was um...Miss Watson."

Gwen looks at me with a 'WTF' sort of look on her face. Obviously, that's not a real teacher at our school, it 's just a name I pulled out of my ass. It was the first name I thought of, so I ran with it.

"Oh, I've never heard of her."

"Yeah, she's...she's a substitute that comes in, you know, every now and again."

"I see," Ms. Stacy says, "I'm just glad you two are okay."

Just then, Ms. Stacy comes over and hugs me as well. I look over at Gwen and she has a smile on her face. After a few seconds, Ms. Stacy pulls away from me.

"Peter, have you been home yet," Ms. Stacy asks me.

"No, I haven't."

"Well, I think you should at least call your Aunt to tell her you're okay."

"Yeah," I say, "I probably should."

"Here, I'll go get you the phone."

"No, it's okay," I say, "I've got my cell on me."

"Alright, dear."

I look over at Gwen and see that she is nodding her head, obviously agreeing with her mother that I need to call Aunt May. As such, I pull my OsPhone out of my pocket and dial the number to our house. After three rings, she picks up.

"Hello...Peter," Aunt May asks.

"Yeah, it's me Aunt May."

"Oh, thank gosh. I was so worried about you. I hadn't heard from you and I saw on the news that a maniac attacked your school again and I was so worried and..." Before Aunt May can continue to speak, I cut her off.

"Aunt May," I say, "Breathe, I'm fine."

"I know, honey. I was just so worried."

"I know Aunt May. Listen, I'm at Gwen's right now, but I'll be home in about an hour."

"Alright, dear. Thanks for calling."

"Bye." With that, I hang up the phone.

I look back at the two woman in front of me, and before I can begin to speak, Gwen does so for me.

"Listen, mom," she says, "Peter and I are going to go back to my room to talk."

Ms. Stacy looks at us both curiously, but does not protest. Instead, she simply gives us the go-ahead and walks back into the living room. Meanwhile, Gwen and I head back to her bedroom, closing the doorway behind us upon entry. Gwen proceeds to sit down on her bed, while I simply remain standing. We go about a minute like this, neither of us really saying anything. However, after a while, Gwen finally speaks once more.

"Peter," she says, "I want to talk to you."

"I know," I say, "Isn't that why we came back here in the first place?"

"Well, yeah, but more specifically, I want to talk about us."

The moment Gwen says this, my heart begins to race. I don't know what to anticipate next, and whether not it will be good or bad.

"Us," I simply ask.

"Yeah."

"Well...what, what about us?"

"I...I was wrong."

"Wha...what do you mean?"

"I was much too hard on you, and I'm sorry."

At this point, I'm starting to get a semblance of what exactly it is that Gwen is trying to say. And, if she's saying what I think she's saying, then this will be one of the best days of my life.

"How were you too hard on me?"

"I was being a total bitch to you about the Spider-Man stuff. I was totally out-of-line, and I'm sorry."

Yep, she's going where I think she is.

"Yeah, it's fine."

"No, it's not fine, Peter. I realized something lately. You say you have a responsibility to everyone to be Spider-Man, and you know what, maybe you do or maybe you don't. However, I do know one thing. To you, it's your own responsibility, and it's important to you. I understand that now, and I get it. I get why you want to skip out on dates to save people. I saw the horror at school when the Scorpion attacked, and I saw the looks on everybody's faces. Everyone was so frightened by the Scorpion, and you were really were the only one who could stop him."

At this point, I'm stunned. After all of this time, Gwen has finally accepted what being Spider-Man truly means to me, and to everyone. She finally gets it, and that makes me ecstatic. I want to just jump up and hug her, but I don't know if it's such a good idea. So, I refrain, even though it takes a lot of willpower to do so.

"Gwen, that's...that's really nice of you."

"I'm not done," she says, "You were taught by your uncle to do good things when you could, and you know what, in my eyes, you've definitely done exactly that. I get why you want to do this, and I understand it now."

"Really," I ask in slight disbelief.

"Yes, Peter, but even more importantly than that. There's one thing that I have to say to you."

After she says this, Gwen gets up and walks over until she's in my personal space. Once she does, she reaches up and puts her hand on my cheek. I don't know how to react to all of this, so I just let it happen.

"I love you," she says softly and promptly kisses me.

At first, I am stunned by the kiss. I mean, I honestly didn't expect it at all, but eventually, I kiss her back and deepen into it. After about 30 seconds of us making out, Gwen pulls away and backs away from me.

"Huh," I sigh out of breath.

"Yeah," Gwen says, "I think that was the most intense kiss we've ever had."

"I don't know; our first was pretty heavy-duty."

Gwen just smiles and laughs at my comment, prompting me to do so as well.

"So..." Gwen says.

"So...what," I ask.

"I was wondering, if you would maybe consider...oh, I don't know; maybe us getting back together."

Right at that moment, my heart stops and starts again. Did Gwen really just say that she wants to get back together with me? This is officially the best day of my life.

"You mean, like...seriously," I ask in order to confirm that I heard what I just heard.

"Yeah, like...seriously, Peter," Gwen says followed by a cute little giggle.

It is at this moment where I simply throw all caution to the wind, lean forward and kiss Gwen straight on the lips. I don't say anything before-hand, so there's no warning. I simply move in to kiss her. After a few seconds of being stunned, she reciprocates and kisses me back. We stay like that for a good ten more seconds before we both finally pull away for air.

"Wow," Gwen says shocked.

"Yeah," I say.

"So, should I take that as a yes?"

"Yeah," I say.

At this point, Gwen smiles very widely and leans in to hug me, which I quickly reciprocate. I enjoy the warmth of her body and smell of her perfume. I take it all in, though I really don't need to. With this new development, I'll get to hug her a lot. After a few seconds, Gwen backs away from me.

"So...what should we do first," she asks.

"What do you mean?"

"Well, now that we're back together; what should we do first?"

"Well..., why don't we go and get ice cream?"

"Hehe...I'm good with that."

"Awesome."

With that, Gwen and I walk out of her room and out into the hallway. We say goodbye to her mom and then head out for Dairy Queen.

Our first ice cream back together.

* * *

**A/N: That's a wrap, folks. I would like to thank everyone who read, favorited, reviewed, and followed my story. Writing this has been a true pleasure, and I would like to thank all of you **for** your time and patience. It's been a long road, but it's also been an enjoyable one. So, thank you all once again, and enjoy the rest of the summer! :)**


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